21-DELIBERATE/ACT ON RES APPROVING PROFESSIONAL SERVICES CONTRACT WITH SOUTHWEST SECURITIES FOR FINANCIAL ADVISORY SERVICES FOR FOR $19,748CITY COUNCIL AGENDA ITEM BRIEFING SHEET
Submittal Date:
Originating Department:
Presented By:
Agenda Item No.:
4-27-2012
Engineering, Planning &
Shawn Napier, P.E. Director of
Council Date:
Development
Engineering, Planning &
21,
5-14-2012
Development
RECdMMENDED MOTION:
Deliberate and act on a resolution approving a professional services contract with Southwest Securities
for Financial Advisory Services in the amount of $19,748.00 for the Texas Water Development Board's
Drinking Water State Revolving Fund loan for project #9424.
POLICY ISSUE(S):
Contract
BACKGROUND:
The City of Paris has submitted an application to the Texas Water Development Board for a Drinking
Water State Revolving Fund loan in the amount of approximately $3.4-million dollars. The loan will be
used to fund 15 water line replacement projects from the City's Capital Improvement Project list (see
attached map). The application deadline is June 25th. The Hayter Engineering has prepared the
previous applications and has qualified the project as a green project. The green project status qualifies
the City for approximately 15% ($510,317.00) loan forgiveness. This reduces the loan amount to
$2,895,000.00. The current interest rate is approximately 2.1
The City of Paris is required to acquire the following professional services in order to get the loan:
Bond Council, Financia] Advisor and Engineering Firm.
BOARD/ COMMISSION RECOMMENDATION:
ExxiBiTS:
Resolution, Contract with addendum & location map
ACTION:
BUDGET INFO:
❑ Financial Report ❑ Minute Order
Expense
$
❑ Department Report Z Resolution
Budgeted Amt.
$
❑ Presentation ❑ Ordinance
yTD Actual
$
❑ Public Hearing ❑ Other
Acct. Name
Acct. Number
FISCAL NOTES:
REVIEWED AND APPROVED BY:
Z Administration Z City Clerk Z Eng., Planning & Development ❑ EMS/IT ❑ Finance ❑ Fire
❑ Municipal Court ❑ Legal ❑ Library ❑ Police ❑ Public Works ❑ Utilities
City of Paris Revised 2/04/08
~ , 142
Draft
RESOLUTION N0.
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS, TEXAS;
APPROVING A PROPOSAL WITH SOUTHWEST SECURITIES FOR
FINAIVCIAL ADVISORY SERVICES ASSOCIATED WITH CITY'S
APPLICATION TO THE TEXAS WATER DEVELOPMENT BOARD FOR A
DRINKING WATER STATE REVOLVING FUND LOAN; MAKING OTHER
FINDINGS AND PROVISIONS RELATED TO THE SUBJECT; AND
DECLARING AN EFFECTIVE DATE.
WHEREAS, the City of Paris is preparing an application to the Texas Water
Development Board for a Drinking Water State Revolving Fund Loan in the amount of
$3,400,000.00 to fund 15 City water line replacement projects designated on the City's
Capital Improvement Project list; and
WHEREAS, the Texas Water Development Board and other State Law requires the
City to hire Financial Advisory Services to advise City and TWDB on preparation and
approval of the certificates of obligations to fund the water line replacement projects for
the City; and,
WHEREAS, Southwest Securities has submitted a Proposal for Professional Services
in the amount of $19,748.00 to assist City with loan approval process and issuance of debt
obligations for Water Line Replacement Project, a copy of which is attached hereto as
Exhibit "A".
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
PARIS, TEXAS:
Section 1. That the findings set out in the preamble to this resolution are hereby
in all things approved.
Section 2. That the City Council of the City of Paris, Texas hereby accepts the
Proposal for Professional Financial Advisory Services from Southwest Securities to assist
the City with the TWDB loan approval process and issuance of debt obligations a copy of
which is attached hereto as Exhibit "A".
Section 3. That the City Manager is authorized to negotiate and execute all
documents necessary to accept the Proposal for Financial Advisory Services and with
Southwest Securities and all other documents related to the TWDB Drinking Water State
Revolving Fund Loan.
Section 4. This resolution shall be effective immediately upon passage.
- 143
DULY PASSED AND APPROVED this 14th day of May, 2012.
A.J. Hashmi, M.D., Mayor
ATTEST:
Janice Ellis, City Clerk
APPROVED AS TO FORM:
W. Kent Mcllyar, City Attorney
144
SOUTHWEST SECURITIES
STATEMENT OF QUALIFICATIONS
FOR
FINANCIAL ADVISORY SERVICES
FOR
CITY OF PARIS, TEXAS
Apri119, 2012
Prepared by
Dan Almon
and
Mark McLiney
sws
GROUP
Building wha.t you vaiue.
145
-1 146
CITY OF PA.RIS, TEXAS
STATEMENT OF QUALIFICATIONS
FOR PROVIDERS QF PROFESSIONAL SERVICES
1. GENERAL INFORMATION
Firm Name: Southwest Securities (a division of SWS Group)
Service(s) Provided: Financial Advisor (See Attached Scope of Services)
Address: 1201 Elm Street, Suite 3500
City: Dallas State: Texas Zip: 75270
Contact Person(s) -(limited to two persons per firm)
Name: Dan A1 Almon (See Attached Biogranhies)
Title: Senior Vice President
Telephone: 214-859-9452
Fax: 214-859-9475
Internet Address: dalmon(~a,swst.com
License # (if applicable): N/A
Name: Mark M. McLinev (See Attached Biograuhies)
Title: Senior Vice President
Telephone: 210-226-8677
Fax: 210-226-8299
Internet Address: mmclinevC&,swst.com
License # (if applicable): N/A
- .147
~~IC*V~~ ~S P~~ ~
~INANCiAL ADVISC)RY ~ONTRACT
Southwest Securities provides the most comprehenslve scope of services as financial advisors to Texas cities. As
discussed throughout this document, the services include a high fevel of experience and expertise on the financings.
Listed below is a builet point summary of reoccurring services we provide to ensure the success of the financing
program.
:~a Review Financial Goals of the City
0 Prepare Tax Rate Impact Analysis
~ Prepare Revenue Coverage Analysis
~ Analyze Debt Structure Alternatives
~ Analyze Debt Capacity
C~ Analyze Valuation Parameters
M, Discuss Financing Alternatives
I Provide Interest Rafie Nlarket Analysis
e Prepare a Plan of Finance
G Consult on Sale Timing
a Consult on Call Provisions
c Select the Most Qualified Service Providers (bond counsel, printer, etc.)
Negotiate Best Fees for the City
Prepare the Notice of Sale and
o Prepare the Official Statement
o Provide for the Bidding Process
0 Provide Access to Internet Bidding
V Ensure Competitive Bidding Process
~ Ensure Widespread Notification of Upcoming Sale
C. Represent City's Interest in Establishing Sale SYructure
c Coordinating Sale lnformation with Investment Community
c Consult on Appropriateness of Bids
c Provide Market Comparisons to City's Bid
cz Represent fhe City's Interest in Negotiated Sales
a Represent City in the Credit Rating Process
~ Develop Plan to Attain CrediY Rating Goals
~ Prepare Credit Rating Materials on Behaif of City
Prepare Bond Closing Memorandum
Q Provide Niulti-Year Analysis
c Assist with Continuing Disclosure Requirements
o Consult on Arbitrage Rebate
• Consult on Investmenfi Strategy
~ ConsulY on Investment Alternatives
* Provide Comparative Inferest Rates on Investments
* Consult on Economic Development Initiatives (TIFs, Freeport, etc.)
~y Consult on Refinancing Potential
, 148
SOUTHWEST SECU#?GT4ES
~
DAN AL.VIC)N
Senior Vrce President
Public Finance Department - Dallas, Texas
(214) 859-9452
Mr. Aimon has been in the investment banking business since the early 1960's, during which time he has specialized
exclusively in municipal financing. He has extensive experience with most aspects of public finance and over the
years has served as financial consultant or undervvriter to Texas municipalities in virtually every type of financing
including tax and/or revenue bond issues for schools, cities, counties, hospitals, colleges/universities and utility
districts, as well as various types of refunding and housing issues.
Upon graduation from the University of Texas at Austin, he joined his father to serve as vice president of Almon &
Company and immediately began serving as financial consultant or underwriter on bond issues for cities, counties
and school districts across the State of Texas. In 1977, Almon & Company was acquired by a major regional
investrnent banking firm for whom Mr. Almon was a vice president in the public finance division. In 1884, he joined
fihe southwestern division of a national investment banking firm as a senior vice president vuhere he continued to
serve municipal clients as a financial consultant or underwriter handling and coordinating the issuance of their
municipal bond issues. Nir. Almon, along with 29 colleagues, joined Southwest Securities, Inc. as a senior vice
president in 1987 where his service to municipalities has continued on an uninterrupted basis.
During the many years tVlr. Aimon has been serving municipalities across Texas, he has represenfied and guided
hundreds of clients through capital improvement programs including voter education, financial planning and the all
important bond rating process necessary to achieve fhe highest possible bond credit ratings. In addition, he has
directed many municipalities through alternate fiunding methods including bond sales to state and federal agencies,
private piacements of bond issues, as well as comprehensive debt restructuring. Because he has worked closely
over the years with the leading municipal law firms in Texas, Mr. Almon is familiar with the state and federal tax laws
effecting municipalities and the issuance of their tax-exempt new money bonds and refunding bonds. Mr. Afmon
also served as a member of the board of directors af the Municipal Advisory Councii of Texas for the years 1991
through 1994 and subsequently served nn that body's Legislative Committee.
Mr. Almon's licenses include the Series 7(General Securities), Series 910 (New York Stock Exchange-Branch
iVianager), Series 24 (National Association of Securities Dealers - General Securities Principal), and Series 63
(Uniform Securities Agency Sgate Law) and Texas Real Estate Broker License.
149
~~~~~WESr SEcUs~~~~~~
MARK McLiNEY
Senior Vice President
Public Finance Department -San Antonio, Texas
(210) 863-0919
n Joined Southwest Securities February 28, 1996 as Vice Rresident in Fixed income Department representing
Public Finance clients. Previously worked for seven years at competing regional investment banks in the
same capacity.
Serves as Chairman of the Municipal Advisory Council of Texas.
~ Brings to Southwest Securities experience and tradition in the Municipal Bond Business. His grandfather
managed the Municipal Bond Department of a prominent lnvestment Banking Firm in the Midwest. His
father founded and currently manages McLin2y and Company, a Municipal Bond Company in Kansas City.
Three of his brothers continue to work for the family firm.
Works as Financial Advisor for over 75 clients throughout Texas. His work includes advising Cities,
Schools, Counties and Special Districts.
~ Has represented more than 15 issuers (and over 30 separate financings) in their negotiations with the
Texas Water Development Board. This has led to over $150,000,000 worth of utility system improvements
throughout the State of Texas.
~ Nas vvor{<ed with many issuers in the preparation of credit presentations for rating agency and insurance
campanies
W Past experience includes all aspects of the Municipal gusiness: Financial Advisory work, marketing,
distributing, underwriting, trading and purchasing.
~ Frequent speaker on fViunicipal Finance.
~ Regisiered Principal with the National Association of Securities Dealers.
Licenses and certificates include Series 7(General Securities), Series 53 (Municipal Securities Principal)
and 63 (Uniform Securities Agency State I_aw Exam), Municipal Bond Schoo! (New York, Nevu York).
~ Bachelor Degree - History, University ofi Kansas, Lawr2nce, Kansas. Master of Business Administration -
Financ2 - University of Texas at Austin.
- . 150
SOUd HWESTSECUR9n6ES
a
List any other personnel on your staff that will be available for any projects contemplated with
the Company. Indicate what project(s) each personnel has worked on with your firm.
Name Marv Jane Dietz Title Documentation Analvst - Public Finance
Qualifications (See Attached Biogranhies)
Name Aaron Fletcher
Title Vice President - Head of Analvtics, SWS Public Finance
Qualifications (See Attached Biographies)
Type of Organization:
Sole Proprietorship
Partnership
X Professional Corporation
Corporation
Joint Venture
Other
SWS Group is a Publicly-held
Corporation traded on the NYSE
151
AARON FL~~CHER
Vice President
Analytics - Dallas, Texas
(214) 859-9480
Mr. Fletcher has over eleven years experience in the tax-exempt bond market, debt structuring and compliance
reporting. Mr. Fletcher is responsibie for determining feasibility of and optimum structure for new debt financings
and refundings. He has a strong understanding ofi all open market securities, portfolio returns, market fluctuations
and the compliance requirements for municipal debt issuers.
Prior to Southwest Securities, Mr. Fletcher was with Ernst & Young located in Dallas, Texas and Memphis,
Tennessee. While at Ernst & Young, Mr. Fletcher was a Manager in the firm's Arbitrage Rebate Group, where he
was experienced in the analysis of invested tax-exempt bond proceeds in treasury and agency securities,
guaranteed investment contracts, repurchase agreements, SLG's variable/fixed rate swap/hedge transactions,
collateralized mortgage obligations and various other open market securities.
fVir. Fletcher holds aMaster of Busin2ss Administration degree from University of Memphis, Memphis, Tennessee
and a Bachelor of Science from University of Kentucky, Lexington, Kentucky.
NiARY ~ANE DoE°Cp
Documentation Analyst
Public Finance Deparfinent - Dallas, Texas
(214) 859-6803
Mary Jane Dietz joined Southwest Securities in iJovember 1997 and has fifteen years of experience in the field of
public finance disciosure documentation. IVis. Dietz works ciosely with the issuer, financial advisor, attorneys; rating
agencies and bond insurance representatives to insure the accurate and timely preparation and distribution of bond
offering documents. Her respansibilities inciude assisting in the preparation and impiementation of the timetable for
a bond issue and requesting and compiling disclosure information from various sources for inclusion in offering
documents. She prepares the preliminary and final official statements and arranges for their printing and electronic
Internet posting and distribution. Foilowing the completion of each bond sale, Ms. Dietz prepares and distributes the
necessary closing documents for payment and delivery of bond issue proceeds and provides issuers with updated
debt service summary information. Additionally, Ms. Dietz annually notifies and assists issuers in the preparation
and filing of their annual required SEC Rule 152c-12 Continuing Disclosure documents.
iVis. Dietz holds bachelor's degrees from Texas Wesleyan University and The University of Texas at Arlington and a
master's degree from Soufhern Methodist University.
_ 152
SoUTHWEST SECURITIES
~
Questions Related to Principal Place of Business
1. In what state is your principal place of business? Texas
2. In what sta.te, if any, is your business incorporated? Delaware
3. If business is incorporated, provide the name and address of the agent for
services: N/A
4. Is your business authorized to do business under the laws of the State of Texas?
Yes
5. Does your firm transact business in more that one state? If so, list all states in
which your firm transact business. (See Attached US Map)
6. In what state are the majority of your activities conducted?
Tegas, California, New York, Illinois
7. In what state does your business earn the largest percentage of its revenues?
Texas
What Percentage is earned in Texas N/A
8. In what state are the largest percentage of the firm's capital funds? N/A
9. In what states are the largest percentage of the firm's or company's assets? N/A
What percentage is located in Texas? N/A
10. Please provide the address of your general office where control of your business
is conducted 1201 EIm Street, Suite 3500, Dallas, Tezas 75270
11. In what state does the largest percentage of full-time equivalent employees of
your business reside permanently? Tezas
What percentage reside permanently in Texas? N/A
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2. QUALIFICATION STATEMENT
In a 50-word-or-less statement, please describe what makes your firm uniquely qualified
to perform the project.
Southwest Securities has eztensive experience dealing with the Texas Water
Development Board (TWDB) and the Texas Commission on Environmental
Quality (TCEQ)
See Attached Statement
155
~ ~ONS MR. ,~LM~N AND MR.
i L
~~~~~~~iAL ADVi~OR
9 Over 50 years of combined Texas public finance experience.
~ Represent over 100 municipalities within the Sfate. Clienfs include Cities,
Counties, School Districts, Municipal Utility Districts, Special Utility Districts,
Junior College Districts, Levee Improvement Districts, 4A and 4B
Corporations, ane~ ~ax Increment Financing Zones.
~Expertise in all types of financings including general obligation bonds,
cef tB$iCates Oi" ObI[gailoCt, vaater and sewer revenue bonds, saies tax revenue
bonds and tax increment financings.
o Nfiembers of the Texas City dManagers Assaciation
156
~CU'FHWESa SECUR9TiES
HYTHE ~I~Y OF PARiS SHOULD REr~~~
~~S MNANCIAL ADE~~~OR
Simply Stated:
EXPERIENCE, SERVICE
and
COMPETITIVE FEES
This equates to rnore value for the dollar to the City than our competition can provide.
EXPERIENCE
As a senior investment banker, Mr. Almon is one of only a few bankers in Texas with the broad-based
knowledge ofi debt financing that includes cites, counties, schools, 4p corporations, 4B corporations,
developer districts (including public improvement districts), cnnservation and improvement authorities,
junior colleges and tax increment reinvestmenfi zones. Mr. Almon also has a reputation within the
investmenfi community as a person of high integrity, as well as one who takes responsibility for producing
comprehensive and accurate disclosure documenfis. This allaws him to deal very effectively with rating
agencies, band insurance companies, certified pubiic accountants, bond attorneys and stafe regulatary
agencies, as vvelf as ofher investment banking firrns.
SERVICE
We are very responsive to the needs and requests of our clients, both during and between debt financing
programs. We pride ourselves on provicling both comprehensive and timely service. We insist that our
team members be directly available to our cfients to provide debt service scenarios, tax rate irripact
analyses, continuing disclosure guiciance and information an debt financing alternatives whenever the
need arises.
CON6PETETIVE FEES
Our fees are very cornpetitive for a senior investment banker with broad experience and a high level of
"standing" within the investment community. Qur fees are based on the enclosed schedule and are
payable oniy when the securities are delivered. 9f the financing is not consummated, for any reason, our
fee is "zero". Furthermore, the fees we charge are straighfiforward and simple, without the usual "add on"
charges used by many other firms. For example, the following services are provided vvithout additional
cFrarge: current/advanced refuncling debt service and escrow structuring anatytics, participation in voter
education programs, participation in intergovernmental joinf pianning sessions and all services provided
between debt issuances.
15'7
~~~THWEST sECURcTIES
44
3. MWBE/HUB CERTIFICATION
MWBE/HLTB Certification Number: Not Anplicable
Agency Certified By:
Certification Expiration Date:
Please attach certification copy to this form.
4. FIRM BACKGROUND AND STAFF
Year present firm was established 1972
Name of parent firm, if any SWS Groun
Address Same as nreviouslv shown
Year parent firm was established 1972
Former company name(s), if any, and year established: Not Applicable
Name
Name
Name
Year
Year
Year
Ntunber of employees in the firm Apuroximatelv 1,200
- ~ 158
,12
5. PR03ECT(S) REFERENCES
List at least three projects that would be representative of your firm's services provided.
See Attached Client References
A. Project
City
Contact Person/Title
Project Description _
Services Provided
B. Project
City
Contact Person/Title
Phone Number
Project Description _
Services Provided
C. Project
City
Contact Person/Title
Phone Number
Project Description _
Service Provided
- 159
A 9
REFERENCES
* Deno:es recen: os current DrinkErag Water State r2evolving Fund ("DWSRF") or Cfean Water
State RevaEving Frund ;VVSRF") experience with the Texas Water Developrnent Board
("7 VYDB99).
*City of Ce9ina Mr. Jay Toutounchiayi (972) 382-2582
$4.48MfVi Tax & 1M/V&SS Revenue Certificates of Obligation, Series 2007 (CVVSRF)
* City ~f kMicliothian Mr. Chris D'sck (972) 775-7102
$25V1/li!/i Waterworks & Sewer System Revenue Bonds, Series 2008
(DWSRF) (In f'rocess)
* Cidy of Loeena N1r. BiGly vlernons (254) 857-4641
$2.26IVif1A Combination Tax & lJtifity System Revanue, Certificates of Obligatian,
Series 2007 (CWSRF)
* ~arrser Counfiy SUD Ms. Pam i-larsly (867) 594-2900
Ms. Bonnie Finch (817) 594-1217
$2.0{Vi1`A Utility System Revenue Bonds, Series 2012 (DWSRF)
* Cety of CaddQ Nlills Mr. Michae6 Jump (903) 527-31116
$4.43Mi!/i Cambinatwon Tax & Surplus Revenue, Certificates of Obligation,
Series 2007 (CWSRF)
k City of Mto Vernon Mr. -aLfSIE@ TuPP~er (903) 537-2252
$4.38tVi(VI Combination Tax & Revenue, Certificates of Obligation,
Series 2012 (CWS9;F) (pending)
Addetionai References:
d ran6c9in Cou7ity Water DYstract 0Or. Da~~~d Weidmavi (903) 537-4536
Coty of Saginavv Mr. DoIph Johnson (817) 232s4640
`rown of Lit¢Ie E9m Mr. Alan Deckerson (214) 975-0415
~own of`rrophy Club Mr, flrlike Slye (682) 831-4610
Aniari6lo ISD Mro Les Floyt (806) 326-1122
~-t' Pad°is Mr. Gene Andepson (903) 785r7511
Denton County Mr. James We91s (940) 349-3100
ou ~~~p i.h,,s~ 9 r~~~~~~a Me. 11arc 11~xwell (903) 885-7541,
CoL~ ~~OWtl~Y Ms. L~~i Watson (817) 297-2261
50UT1~~1EST SECURITIES ` ` 160
sYYs
GRDUP
Building what you vatue.
ADDENDUM TO THE
FINANCIAL ADVISORY CONTRACT
BETWEEN
THE CITY OF PARIS, TEXAS AND SOUTHWEST SECURTTIES
Honorable Mayor and City Council
City of Paris
c/o Gene Anderson
135 First Street SE
Paris, Teacas 75460
Southwest Securities has been askad to assist the City of Paris, Texas (the "City") with the authorization
and sale to the Texas Water Development Board ("TWDB") of approximately $2,900,000 Combination
Tax and Revenue Certificates of Obligatiott.
Under the terms of this particular TWDB loan program there is a"Loan Forgiveness" provision that
provides the City with an additional grant estimated to be $510,317. TWDB requirements direct the City's
Financial Advisor to specifically mention in its contract the additional fee, if any, to be charged in
connection with the "Loan Forgiveness" funds.
To the extent required, Southwest Securities hereby agrees not to charge the City an additional fee for any
"Loan Forgiveness" funds the City receives
Respectfully submitted,
SOUTHWEST SECURITTES, INC.
By~,, Dan A. Almon, Senior Vice President
Dated:
ACKNOWLEDGEMENT
On behalf of the City Council of the City of Paris, Texas, the undersigned hereby acknowledges receipt of this
tetter and appmves the Addendum to the Financial Advisory Contract between the City of Faris, Texas and
Southwest Securities.
Dated this day of , 2012
By:
1
~ A
~r;tle: EXH i B IT 161
ws
GROUP
Building wha.t you ualue.
FINANCIAL AI3VISORY CONTRACT
Honorable Mayor and City Council
City of Paris
c/o Kevin Carruth
135 First Street SE
Paris, Texas 75460
Ladies and Gentlemen:
1. We understand that you contemplate the authorization and issuance of various types of debt
obligations, including, but not limited to, general obligation bonds, certificates of obligation, revenue
bonds and tax notes in various amounts; and that in connection with the authorization, issuance, sale and
delivery of such obligations, you desire this proposal from us to perform professional services in the
capacity of Financial Advisor for your City.
2. By this proposal, we offer our professional services and our facilities as Financial Advisor
and agree to perform the following duties normally performed by such advisor and to perform such other
duties as, in our judgment may be necessary or advisable:
a. We will make a study of the debt structure of your City, the trend of the assessed valuation,
its taxing power and the present and estimated future taxing power and the present and
estimated future taxing requirements. If the revenues of a system or facility are to be
pledged to repayment of the securities in question, the study will talce into account any
outstanding obligations which are payable from the net revenues thereof, additional net
revenues to arise from any proposed rate increase and the additional net revenues as
projected by your consulting engineers as a result of the improvements to be financed by
these securities in question; and on the basis of such studies, we will devise and recommend
for your approval, a plan of financing to cover the proposed obligations. Such plan shall
include a maturity schedule and other tertns and conditions, such as option of prior payment
and the like, as will, in our opinion, result in the issuance of obligations under terms and
conditions most advantageous to your City, consistent with a minimum effective interest
rate.
b. We will assist you in obtaining competitive bids for services rendered from such other
parties associated with the issuance, sale and deliverSof the obligations
c. We understand that you have retained, or expect to retain McCall Parkhurst & Horton
L.L.P., a firm of recognized municipaI bond attorneys, who will prepare the proceedings sid
advise of the steps necessary to be taken in a bond election, if required, the legal issuance of
the obligations and final delivery of the obligations; and who will issue an opinion
approving the legality of the obligations. The fee of said firm is to be paid by the City. We
will maintain liaison with this firm of bond attorneys and shall assist in all the financial
advisory aspects involved in the preparation of appropriate legal proceedings and
documents.
162
Honorable iViayor and City Council
City of Paris
Page 2
d. If a bond election is required, we will assemble and transmit to the bond attorneys such data
as may be required in the preparation of the necessary petitions, orders, resolutions, notices
and bonds; and will assist your governing body in the expeditious handling thereo£ We will
arrange for the delivery to such official as you may designate such sets of election supplies,
including ballots as are required for each polling place. The cost of such supplies is to be
paid by the City.
We will represent and assist the City in the preparation and submission of any application
for financial assistance to the Texas Water Development Board ("TWDB") as well as
representing you at the appropriate TWDB approval hearing(s). If the TWDB loan requires
the obligations to be delivered in installments versus the traditional single delivery, then our
fee will be increased by 20%.
£ We agree to assist in the preparation of an Official Statement or other offering document
containing official data and other information of the nature and to the extent ordinarily
required in bidding on obligations of this type, all of which we are to furnish in sufficient
copies to permit mailing to prospective bidders, a list of which we agree to provide. The
costs of printing and electronically posting/distributing such Official Statements and any
document duplication and delivery costsare to be paid by the City.
g. We will advise you of current bond market conditions, forthcoming securities issues and
other general information and economic data which might normally influence interest rates
or bidding conditions, so that the date for the sale of any obligations in the open market can
be set at a time which, in our opinion, will be favorable.
h. We agree to conduct and handle the sale and delivery of the obligations whether sold at
competitive or negotiated sale(including TWDB).
We will arrange for the printing of the obligations, if the City should choose not to issue
book-entry bonds, the cost for which is to be paid by the City.
3. We will consult with you on the matter of bond ratings for the proposed issues and, when so
instructed, will direct the preparation of such information as, in our opinion, is required for submission to
the bond rating agencies. In case it is considered advisable for a personal presentation of information to
the bond rating agencies, we will be available to accompany City representatives to Dallas, Texas or New
York, New York for such presentation. All costs of such presentation, including any fees or charges of the
rating agencies and the oost of travel by ourrepresentative shall be at the City's expense.
4. If appropriate, we will direct the preparation of such information, as in our opinion, is
required for submission to the municipal bond insurance companies for consideration to qualify the
proposed issue for municipal bond insurance. The cost of such insurance is to be paid by the successful
purchaser of the proposed issue or directly by the City, as circumstances dictate.
5 We agree to direct and coordinate the entire program of financing herein contemplated and
to assume and pay our own travel, communication and out-of-pocket expenses. It is specifically
understood and agreed, however, that this obligation on our part shall not cover payment of any local
election expenses; nor shall it cover the cost of publication of notices in newspapers nor other publication
costs, the fees of the State of Texas Attorney General, nor the expenses of any litigation.
163
Honorable Mayor and City Council
City of Paris
Page 3
6. As consideration for the services rendered by us and as reimbursement for the expenses
which we are to incur, it is understood and agreed that your City is to pay, and we are to accept, a cash fee
for such professional services in accordance with the fee schedule set forth herein. Such fee shall become
due and payable simultaneous~ with deliveryof the obligations to the purchaser
7 In the event this proposed financing is not consummated, then the fee due us shall be
nothing; however, should the same or similar proposition again be considered within twenty-four (24)
months from the date of your acceptance hereof, then, at our option, the agreement covered by this
proposal shall apply to any obligations authorized.
8. It is further understood and agreed that we reserve the right to submit a bid for any
obligations offeredat public competitive sale.
9. This agreement may be terminated by either party by giving 30 days written notice to the
other party.
10. This proposal is submitted in duplicate and, when accepted by you, it will constitute the
entire agreement between your City and the undersigned for the purposes and considerations herein
specified. Your acceptance will be indicated by the signature of your Mayor, attested by your City Secretary
on both copies, and the return of one executed copy to us.
Respectfully submittai,
SOUTHWEST SECURITIES, INC.
By: Q'-- ) Dan A. Almon, Senior Vice President
ACCEPTANCE
ACCEPTED pursuant resoluti n adopted by the Mayor and City Council of the City of Paris, Texas, on
this the \\4-_ day of , 2899.a01 b
~ ~4sY v r-°
Mayor
ATTEST:
,
City Secr-eTly
- 164
Honorable Mayor and City Council
City of Paris
Page 4
FEE SCFIEDULE
IF T'HE AMOUNT OF OBLIGATIONS DELNERED TO PURCHASER IS:
MORE THAN
MIN
$ 100,000
500,000
1,000,000
1,500,000
2,500,000
5,000,000
10,000,000
20,000,000
AND NOT
MORE THAN
IMUM FEE
$ 500,000
1,000,000
1,500,000
2,500,000
5,000,000
10,000,000
20,000,000
No Limit
THE FEE IS
$ 4,500
$ 4,500
plus $12.00 per $1,000 for all over$100,000
9,300
plus $6.00 per $1,000 for all over $500,000
12,300
plus $5.00 per $1,000 for all over $1,000,000
14,800
plus $4.00 per $1,000 for all over $1,500,000
18,800
plus $2.40 per $1,000 for all over $2,500,000
24,800
plus $2.10 per $1,000 for all over $5,000,000
35,300
plus $1.80 per $1,000 for all over $10,000,000
53,300
plus $1.40 per $1,000 for all over $20,000,000
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