Agenda 09/08/2015 Item #11E9/8/2015 11. E.
EXECUTIVE SUMMARY
Recommendation to award Request for Quote 15 -6511, "Public Utilities Term Loan," to Bank of
America, N.A. as the qualified financial institution to provide a fixed interest rate, non -bank
qualified term loan, in an amount not to exceed $18,000,000, to provide partial refunding of the
Collier County Water -Sewer District's Water and Sewer Revenue Bonds, Series 2006, to achieve
debt service savings of approximately $1.18 million.
OBJECTIVE: To partially refund Collier County Water -Sewer District (District) Water and Sewer
Revenue Bonds, Series 2006, with the intent of realizing net present value savings of approximately $1.18
million.
CONSIDERATIONS: Collier County's Finance Committee, consisting of key County Manager Agency
and Clerk of the Courts financial management staff, together with the County Attorney, the county's
financial advisor and bond counsel, routinely consider changes to the county's debt structure through
refunding or other means in pursuit of the lowest overall financing costs. The Board of County
Commissioners' (Board) Debt Management Policy, as amended, originally adopted September 13, 2005,
states:
Refundings: The County's staff and advisors will undertake periodic reviews of all
outstanding debt to determine refunding opportunities. Refunding will be considered
(within federal tax law constraints) if and when there is a net economic benefit of the
refunding or the refunding is essential in order to modernize covenants essential to
operations and management.
In 2006, the District issued $110,165,000 of Water and Sewer Revenue Bonds, Series 2006. The Series
2006 Bonds were issued to finance various capital improvements to the water and wastewater systems,
and to refinance certain interim notes. The Series 2006 Bonds had interest rates ranging from 4.125
percent to 5.0 percent and a final maturity of July 1, 2036.
On June 25, 2013, as agenda item 11B, the Board adopted a resolution authorizing disbursements
received from State Revolving Fund Agreements DW 1111 030 and DW 1111 040 in an aggregate
principal amount not to exceed $25 million to partially refund the Water and Sewer Revenue Bonds,
Series 2006. In August 2013, the District became eligible to request additional disbursements from the
State of Florida Department of Environmental Protection (FDEP).
On September 24, 2013, as agenda item 111, the Board adopted a resolution authorizing disbursements
received from State Revolving Fund Agreement DWI 111 040 in an aggregate principal amount not to
exceed $12 million to partially refund the Water and Sewer Revenue Bonds, Series 2006. In March 2014,
the District became eligible to request additional disbursements from the FDEP.
An analysis of the potential partial refunding of the Series 2006 Bonds (Serial 7/1/2017 to 7/2/2022) was
performed as part of the finance committee's periodic evaluation of the debt portfolio to obtain favorable
net present value savings in a declining interest rate environment.
Staff issued Request for Quote 15 -6511, which was publicly advertised on August 17, 2015. Notices were
sent to three hundred nineteen email addresses and twenty three solicitation packages were downloaded.
Five responses were received on the due date of August 31, 2015. Based on the initial responses received
on August 31, 2015, respondents were asked to clarify if their rate was locked through October 1, 2015
and if there was any additional cost for the rate lock agreement. At the recommendation of the county's
Packet Page -350-
9/8/2015 1 1. E.
financial advisor and bond counsel, Public Financial Management, Inc., Bank of America, N.A. was
selected as the lowest responsive and qualified bid with a fixed interest of 1.75 percent (Attachment A).
FINANCE COMMITTEE RECOMMENDATION: On September 1, 2015, the Finance Committee
unanimously approved the recommendation of Public Financial Management, Inc., to award the term loan
to Bank of America, N.A. as the lowest responsive and qualified bidder (Attachment B). A supplemental
bond resolution containing all the provisions of the winning proposal will be presented to the Board for
consideration at the September 22, 2015, meeting.
FISCAL IMPACT: At the 1.75 percent interest rate set forth in the proposal, the net present value
savings is approximately $1.18 million (6.8 percent) (net of all issuance costs).
LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorney, is approved as to
form and legality, and requires majority vote for approval. -JAK
GROWTH MANAGEMENT IMPACT: There is no Growth Management Plan impact associated with
this item.
RECOMMENDATION: That the Board of County Commissioners, Ex- officio the Governing Board of
the Collier County Water -Sewer District, awards Request for Quote 15 -6511, "Public Utilities Term
Loan," to Bank of America, N.A. as the qualified financial institution to provide a fixed interest rate, non -
bank qualified term loan, in an amount not to exceed $18,000,000, to provide partial refunding of the
Collier County Water -Sewer District's Water and Sewer Revenue Bonds, Series 2006, to achieve net
present value debt service savings; and, authorizes the County Manager or his designee to sign and
execute any instruments necessary to secure the proposal and /or to lock in the proposed interest rate, after
final approval by the County Attorney's Office.
Prepared By:
Joe Bellone, Director, Financial Operations Support, Public Utilities Department
Laura Zautcke, Senior Management & Budget Analyst, Public Utilities Department
Attachments:
Attachment A - Proposal Recommendation and Preliminary Analysis from Public Financial
Management, Inc.
Attachment B - Proposal from Bank of America
Attachment C - 15 -6511 Bid Tabulation
Packet Page -351-
COLLIER COUNTY
Board of County Commissioners
Item Number: 11.11.E.
9/8/2015 11. E.
Item Summary: Recommendation to award Request for Quote 15 -6511, "Public Utilities
Term Loan," to Bank of America, N.A. as the qualified financial institution to provide a fixed
interest rate, non -bank qualified term loan, in an amount not to exceed $18,000,000, to provide
partial refunding of the Collier County Water -Sewer District's Water and Sewer Revenue Bonds,
Series 2006, to achieve debt service savings of approximately $1.18 million. (Joe Bellone, Public
Utilities Department Director)
Meeting Date: 9/8/2015
Prepared By
Name: ZautckeLaura
Title: Management/Budget Analyst, Senior, Public Utilities Department
8/21/2015 7:49:47 AM
Submitted by
Title: Management/Budget Analyst, Senior, Public Utilities Department
Name: ZautckeLaura
8/21/2015 7:49:48 AM
Approved By
Name: Joseph Bellone
Title: Division Director - Operations Support, Public Utilities Department
Date: 8/21/2015 8:17:30 AM
Name: HapkeMargie
Title: Recycling Coordinator, Public Utilities Department
Date: 8/21/2015 8:31:17 AM
Name: JohnsonScott
Title: Manager - Procurement, Administrative Services Department
Date: 9/1/2015 3:51:10 PM
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9/8/2015 11. E.
Name: MarkiewiczJoanne
Title: Division Director - Procurement Services, Administrative Services Department
Date: 9/2/2015 6:38:19 AM
Name: HallSwainson
Title: Procurement Specialist, Administrative Services Department
Date: 9/2/2015 8:30:18 AM
Name: Joseph Bellone
Title: Division Director - Operations Support, Public Utilities Department
Date: 9/2/2015 8:45:05 AM
Name: KlatzkowJeff
Title: County Attorney,
Date: 9/2/2015 8:58:40 AM
Name: KlatzkowJeff
Title: County Attorney,
Date: 9/2/2015 9:14:14 AM
Name: IsacksonMark
Title: Division Director - Corp Fin & Mgmt Svc, Office of Management & Budget
Date: 9/2/2015 10:00:21 AM
Name: OchsLeo
Title: County Manager, County Managers Office
Date: 9/2/2015 11:17:48 AM
Packet Page -353-
= The PFM Group
Public Financial Management, Inc.
PFM Asset Management LLC
PFM Advisors
9/8/2015 11. E.
255 Alhambra Circle, Suite 404
Coral Gables, FL 33134
305-446 -6992
www.pfm.com
September 1, 2015
To: Collier County
From: Sergio Masvidal, Public Financial Management
Nicklas Rocca, Public Financial Management
Fie: Collier County — 2015 Water and Seiner Refunding Proposal Recommendation
At the request of Collier County (the "County "), Public Financial Management (PFM) reviewed and
analyzed the proposals submitted in response to ITB 15 -6511 (the "ITB "). The purpose of the ITB
was to solicit responses from qualified firms to provide a fixed -rate term loan that will be used to
refund the Water -Sewer District's outstanding Series 2006 Bonds. The County received five (5)
responses to the ITB. Because several of the proposals were unclear as to the period of time for
which the proposed rates were locked, the County subsequently requested clarification from each
bidder. Responses were provided the following day, with all the bidders indicating that their rate
was either locked, or could be locked following execution of a rate lock agreement.
Bank of America, N.A. proposed the lowest rate, with a 1.75% fixed -rate. That rate included a
provision to lock the rate, subject to approval of loan documents by the Board of County
Commissioners on September 22 "'. In order to further evaluate the bid, and at the direction of the
Finance Committee, the Counq,'s Bond Counsel and Financial Advisor contacted Bank of America
to thoroughly review the terms and conditions of the loan. In doing so, we were able to confirm
that the Bank of America proposal conformed with the existing Utility Bond Resolution and
importantly that there were no terns or covenants that would be especially onerous to the County.
Upon that diligence, PFM and Bond Counsel were satisfied that the loan terns were acceptable.
The cover bid was from ]P Morgan Chase Bank, N.A at a. rate of 1.90 %. The Present Value of one
basis point (.019/o) is equivalent to approximately $,7,787.00, for a difference in total cost between the
low and cover bids of approximately 5116,805. Based on the results of the ITB, PFM reconunends
the County proceeds with the Bank of America proposal.
A full summary of the responses is provided in the table below. Please do not hesitate to contact us
if you have any questions.
Packet Page -354-
o,
Bank of America, N.A.
1.75 ",,o
Locked upon execution of agreement subject to BCC approNal
5;500
)\-fake Whole
JPMorgan Chase Bank, N.A.
1.909,0
Indicative, Forward Plate Lock available.
5,500
Make Whole
2.01°/6
Indicanve, Forward Rate Lock available
5.500
7/ l / 17 (a1. Par
US Bank, N.A.
2.03%
Held until 9/30% 15
35,000
No prepayment option
SunTrust
2.22/o
30 day lock +4 basis points; 60 daa lock +8 basis points
7,500
10/ 1/18 a? Par
First Florida
2.'15%-
Held until 9/30/15
2,450
jNo . ennlrn
Packet Page -354-
9/8/2015 11. E.
SOURCES AND USES OF FUNDS
Collier County, Florida (Water -Sewer District)
Water and Sewer Refunding Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America, N.A.
Dated Date 09/30/2015
Delivery Date 09/30/2015
Sources
Bond Proceeds:
Par Amount 17,734,000.00
Other Sources of Funds:
Prior Sinking Fund 178.065.63
Reserve Release 79,257.80
257,323.43
Note: *Preliminary Numbers for discussion purposes only.
Sep 1, 2015 11:07 am Prepared by Public Financial Management Inc. > Page 1
Packet Page -355-
17,991,323.43
Uses:
Refunding Escrow Deposits:
Cash Deposit
17,922,262.50
Delivery Date Expenses:
Cost of Issuance
68,257.90
Other Uses of Funds:
Additional Proceeds
803.03
17,991,323.43
Note: *Preliminary Numbers for discussion purposes only.
Sep 1, 2015 11:07 am Prepared by Public Financial Management Inc. > Page 1
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9/8/2015 11. E.
BOND SUMMARY STATISTICS
Collier County, Florida
(Water -Sewer District)
Water and Sewer Refunding
Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America, N.A.
Dated Date
09/30/2015
Delivery Date
09/30/2015
First Coupon
01/012016
Last Maturity
07/01/2022
Arbitrage Yield
1.750219%
True Interest Cost (TIC)
1.750219%
Net Interest Cost (NIC)
1.750000%
All -In TIC
1.839299%
Average Coupon
1.750000%
Average Life (years)
4.552
Duration of Issue (years)
4.369
Par Amount
17,734,000.00
Bond Proceeds
17,734,000.00
Total Interest
1,412,840.82
Net Interest
1,412,840.82
Total Debt Service
19,146,840.82
Maximum Annual Debt Service
4,648,957.50
Average Annual Debt Service
2,835,402.18
Underwriter's Fees (per $1000)
Average Takedowi
Other Fee
Total Underwriter's Discount
Bid Price
100.000000
Par
Average Average PV of 1 by
Bond Component Value
Price Coupon Life change
Bond Component 17,734,000.00 100.000 1.750% 4.552 7,786.70
17,734,000.00 4.552 7,786.70
All -In Arbitrage
TIC TIC Yield
Par Value 17,734,000.00 17,734,000.00 17,734,000.00
• Accrued Interest
• Premium (Discount)
Underwriter's Discount
Cost of Issuance Expense
Other Amounts
Target Value 17,734,000.00
Target Date 09/30/2015
Yield 1.750219%
Note: *Preliminary Numbers for discussion purposes onl} .
-68 ,257.90
17,665,742.10 17,734,000.00
09/30/2015 09/30/2015
1.839299% 1.750219%
Sep 1, 2015 11:07 am Prepared by Public Financial Management, Inc. r- t Page 2
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9/8/2015 11. E.
SUMMARY OF REFUNDING RESULTS
Collier County, Florida (Water -Sewer District)
Water and Sewer Refunding Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America, N.A.
Dated Date
09/30/2015
Delivery Date
09/30/2015
Arbitrage yield
1.750219%
Escrow yield
0.000000%
Value of Negative Arbitrage
Bond Par Amount
17,734,000.00
True Interest Cost
1.750219%
Net Interest Cost
1.750000%
Average Coupon
1.750000%
Average Life
4.552
Par amount of refunded bonds
17,210,000.00
Average coupon of refunded bonds
4.112339%
Average life of refunded bonds
4.621
PV of prior debt to 09/30/2015 a. 1.750219%
19,172,952.81
Net PV Savings
1,182,432.41
Percentage savings of refunded bonds
6.870612%
Percentage savings of refunding bonds
6.667601%
Note: *Preliminary Numbers for discussion purposes only.
Sep 1, 2015 11:07 am Prepared by Public Financial Management, Inc. = Paac 3
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9/8/2015 11. E.
SUMMARY OF BONDS REFUNDED
Collier County, Florida (Water- Sewer District)
Water and Sewer Refunding Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America, N.A.
Maturity Interest Par Call Call
Bond Date Rate Amount Date Price
Series 2006 (Post 2014 SRF Refunding):
SERIAL 07/01/2017
4.250%
2.310,000.00
07/01/2016
100.000
07/01/2018
4.250%
2,410,000.00
07/01/2016
100.000
07/01/2019
4.250%
2,510,000.00
07/01/2016
100.000
07/01/2020
4.000%
2,620,000.00
07/01/2016
100.000
07/01/2021
4.000%
2,730,000.00
07/01/2016
100.000
07/01/2022
4.125%
4,630,000.00
07/01/2016
100.000
17,210,000.00
w
Note: *Preliminary Numbers for discussion purposes only.
Sep L 2015 11:07 am Prepared by Public Financial Management, Inc. Page 4
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9/8/2015 11. E.
SAVINGS
Collier County, Florida (Water -Sewer District)
Water and Sewer Refunding Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America, N.A.
Present Value
Prior Prior Prior Refunding to 09/30/2015
Date Debt Service Receipts Net Cash Flow Debt Service Savings a 1.7502190%
07/01/2016
712,262.50 178,065.63
534,196.87
233,620.82
300,576.05
296,736.62
07/01/2017
3,022,262.50
3,022,262.50
2,850,345.00
171,917.50
168,451.54
07/01/2018
3,024,087.50
3,024,087.50
2,851,895.00
172,192.50
165,579.58
07/01/2019
3,021,662.50
3,021,662.50
2,849,640.00
172,022.50
162,325.62
07/01/2020
3,024,987.50
3,024,987.50
2,853,632.50
171,355.00
158,662.63
07/01/2021
3,030,187.50
3,030,187.50
2.858,750.00
171,437.50
155,767.11
07/01/2022
4,820,987.50
4,820,987.50
4,648,957.50
172,030.00
153,364.07
20,656,437.50 178,065.63 20,478,371.87 19,146,840.82 1;331,531.05 1,260,887.18
Savings Summary
PV of savings from cash flow
Less: Prior funds on hand
Plus: Refunding funds on hand
Net PV Savings
Note: *Preliminary Numbers for discussion purposes only.
1,260,887.18
- 79,257.80
803.03
1,182,432.41
Sep 1, 2015 11:07 am Prepared by Public Financial Management, Inc. 1•r,. Page 5
Packet Page -359-
BOND PRICING
Collier County, Florida (Water -Sewer District)
Water and Sewer Refunding Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America, N.A.
Maturity
Bond Component Date Amount Rate Yield Price
Bond Component:
07/01/2017
2,540,000
1.750%
1.750%
100.000
07/01/2018
2,586,000
1.750%
1.750%
100.000
07/01/2019
2,629,000
1.750%
1.750%
100.000
07/01/2020
2,679,000
1.750%
1.750%
100.000
07/01/2021
2,731,000
1.750%
1.750%
100.000
07/01/2022
4,569,000
1.750%
1.750%
100.000
17,734,000
Dated Date
Delivery Date
First Coupon
Par Amount
Original Issue Discount
Production
Underwriter's Discount
Purchase Price
Accrued Interest
Net Proceeds
Note: *Preliminary Numbers for discussion purposes only.
09/30/2015
09/30/2015
01/01/2016
17, 734,000.00
17,734,000,00 100.000000%
17.734.000.00 100.000000%
17,734,000.00
9/8/2015 11. E.
Sep 1, 2015 11:07 am Prepared by Public Financial Managgement, Inc. >' Page 6
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9/8/201 5 1 1. E.
BOND DEBT SERVICE
Collier County, Florida (Water -Sewer District)
Water and Sewer Refunding Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America, N.A.
Period
Ending
Principal
Coupon
Interest
Debt Service
07/01/2016
233,620.82
233,620.82
07/01/2017
2,540,000
1.750%
310,345.00
2,850,345.00
07/01/2018
2,586,000
1.750%
265,895.00
2,851,895.00
07/01/2019
2,629,000
1.750%
220,640.00
2,849,640.00
07/01/2020
2,679,000
1.750%
174,632.50
2,853,632.50
07/01/2021
2,731,000
1.750%
127,750.00
2,858,750.00
07/01/2022
4,569,000
1.750%
79,957.50
4,648,957.50
17,734,000
1,412,840, 82
19,146,840.82
Note. *Preliminary Numbers for discussion purposes only.
Sep 1, 2015 11:07 am Prepared by Public Financial Management, Inc. ICI -'.' Page 7
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9/8/2015 1 1.E.
BOND DEBT SERVICE
Collier County, Florida (Water -Sewer District)
Water and Sewer Refunding Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America, N.A.
Period
Ending
Principal
Coupon
Interest
Debt Service
Annual
Debt Service
01/01/2016
78,448.32
78,448.32
07/01/2016
155,172.50
155,172.50
233,620.82
01/01/2017
155,172.50
155,172.50
07/01/2017
2,540,000
1.750%
155,172.50
2,695,172.50
2,850,345.00
01/01/2018
132,947.50
132,947.50
07/01/2018
2,586,000
1.750%
132,947.50
2,718,947.50
2,851,895.00
01/01/2019
110,320.00
110,320.00
07/01/2019
2,629,000
1.750%
110,320.00
2,739,320.00
2,849,640.00
01/01/2020
87,316.25
87,316.25
07/01/2020
2,679,000
1.750%
87,316.25
2,766,316.25
2,853,632.50
01/01/2021
63,875.00
63,875.00
07/01/2021
2,731,000
1.750%
63,875.00
2,794,875.00
2,858,750.00
01/01/2022
39,978.75
39,978.75
07/01/2022
4,569,000
1.750%
39,978.75
4,608,978.75
4.648,957.50
17,734,000
1,412,840.82
19,146,840.82
19;146,840.82
Note: *Preliminary Numbers for discussion purposes only.
Sep 1, 2015 11:07 am Prepared by Public Financial Management. Inc. Page 8
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9/8/201 5 1 1. E.
ESCROW REQUIREMENTS
Collier County, Florida (Water -Sewer District)
Water and Sewer Refunding Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America, N.A.
Period Principal
Ending Interest Redeemed Total
01/01/2016 356,131.25 356,1.31.25
07/01/2016 356,131.25 17,210,000.00 17,566,131.25
712,262.50 17,210,000.00 17,922,262.50
Note: *Preliminary Numbers for discussion purposes only.
Sep 1. 2015 11:07 am Prepared by Public Financial Management- Inc. Paae 9
Packet Page -363-
ESCROW COST
Collier County, Florida (Water -Sewer District)
Water and Sewer Refunding Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America, N.A.
Purchase Cost of Cash Total
Date Securities Deposit Escrow Cost
09/30/2015 17,922,262.50 17,922,262.50
0 17,922,262.50 17,922,262.50
Note: *Preliminary Numbers for discussion purposes only.
9/8/2015 11. E.
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9/8/2015 11. E.
ESCROW SUFFICIENCY
Collier County, Florida (Water -Sewer District)
Water and Sewer Refunding Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America, N.A.
Escrow Net Escrow Excess Excess
Date Requirement Receipts Receipts Balance
09/30/2015 17,922,262.50 17,922,262.50 17,922,262.50
01/01/2016 356,131.25 - 356,131.25 17,566,131.25
07/01 /2016 17,566,131.25 - 17,566,131.25
17,922,262.50 17,922,262.50 0.00
Note: *Preliminary Numbers for discussion purposes only.
Sep 1. 2015 11:07 am Prepared by Public Financial Management, Inc. �i'r > Page I I
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9/8/2015 11. E.
ESCROW STATISTICS
Collier County, Florida (Water -Sewer District)
Water and Sewer Refunding Revenue Bond, Series 2015
PRELIMINARY NUMBERS
Bank Loan Provider: Bank of America. N.A.
Modified Yield to Yield to Perfect Value of
Total Duration Receipt Disbursement Escrow Negative Cost of
Escrow Escrow Cost (years) Date Date Cost Arbitrage Dead Time
SF1 178,065.63 177,282.99 782.64
BF 17,744,196.87 17,514,487.50 229,709.37
17.922,262.50 17,691,770.49 0.00 230,492.01
Delivery date 09/30/2015
Arbitrage yield 1.750219%
Note: *Preliminary Numbers for discussion purposes only.
Sep 1, 2015 11:07 am Prepared by Public Financial Management, Inc.t, Page 12
�—
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9/8/2015 11.E.-
BelloneJoseph
From: Sergio Masvidal [MASVIDALS @pfm.coni]
Sent: Tuesday, September 01, 2015 9:12 AM
To: BelloneJoseph
Subject: FW: 15 -6511 Public Utilities Term Loan
From: Kuhlman, Holly L [mailto:holly.kuhlman @baml.com]
Sent: Tuesday, September 01, 2015 9:10 AM
To: Sergio Masvidal; swainsonhall @colliergov.net
Cc: Nicklas Rocca
Subject: RE: 15 -6511 Public Utilities Term Loan
Sergio, thank you for the clarification. We can do this but obviously the bank is taking risk by holding the rate until the
22 "d. Therefore, we will agree to the parameters at a rate of 1.75 %. We hope that this will work for the County.
Thanks, Holly
Holly Kuhlman
Senior Vice President /Senior Credit Products Officer
9128 Srroda Place, Suite 10110
Naples, Florida 34108
Phone: 239-598-8805
Email: holly.kuhlman boml.com
Bank of America Merrill Lynch is not acting as a municipal advisor or fiduciary, and any opinions, views or information
herein are not intended to be, and should not be construed as, advice within the meaning of Section 15B of the
Securities Exchange Act of 1934.
Packet Page -367-
9/8/2015 11. E.
ZautckeLaura
From: HallSwainson
Sent: Tuesday, September 01, 2015 8:12 AM
To: ZautckeLaura; BelloneJoseph
Subject: FW: 15 -6511 Public Utilities Term Loan
BANK OF AMERICA
From: Kuhlman, Holly L [ mailto :holly.kuhlmanCa)baml.com]
Sent: Monday, August 31, 2015 5:40 PM
To: HallSwainson
Subject: RE: 15 -6511 Public Utilities Term Loan
Swain, see responses below subject to signing of the rate lock agreement and based on following timeline as confirmed
by PFM.
A breakdown of the timeline is:
- Sept 1St — Finance Committee will submit to the BCC a recommendation of Bank Loan Provider
- Sept. 8th — BCC approves Bank Loan Provider
- Sept. 22 "d — BCC approves the 2015 Bank Loan
- Prior to Oct 1St — Bank Loan closes
Holly Kuhlman
Senior Vice President /Senior Credit Products Officer
9128 Stroda Place, Suite 10110
Naples, Florida 34108
Phone: 239 - 598 -8805
Email: holly.kuhimon@baml.com
Bank of America Merrill Lynch is not acting as a municipal advisor or fiduciary, and any opinions, views or information
herein are not intended to be, and should not be construed as, advice within the meaning of Section 15B of the
Securities Exchange Act of 1934.
From: HallSwainson [ mailto :SwainsonHall @collieraov.net]
Sent: Monday, August 31, 2015 3:08 PM
To: gerri.kerr(dusbank.com; Kuhlman, Holly L; philipnemni @ffibank.com; Bill Grauel; ralph.hildevert@jpmorgan.com;
dominic.damato(bjpmorgan.com; ioshua.a.mccoy @suntrust.com
Cc: Markiewiczloanne
Subject: 15 -6511 Public Utilities Term Loan
All,
Thank you for your submissions to Solicitation 15 -6511 Public Utilities Tenn Loan:
Instructions: The County is willing to sign a rate lock agreement letter immediately, subject to approval of the loan by the
Board of County Commissioners on September 22nd, 2013. In an effort to clarify information submitted in your quote,
please respond to the clarification questions below in the format noted.
1. Do you agree that the rate proposed by your firm is locked through the close of business on October 1, 2015?
J(J x_ Yes. If yes, proceed to question 92.
No
1
Packet Page -368-
9/8/2015 11. E.
2. If your firm responded "yes" to item number 1 above, is there an additional cost for the rate lock agreement
through the close of business on October 1, 2015?
Yes, If yes, provide addition cost.
_JJ x No. If no, the fine agrees that it may not charge any additional rate lock charges.
Thank you
�W4� H49
Procurement Strategist
Collier County
3327 Tarniami Trail East
Naples, FL 34112
Tel: 239 -252 -8935
Fax: 239 - 252 -6588
Under Florida Law, e-mail addresses are public records. If you do not want your e-mail address released in response to a public records request, do not send
electronic mail to this entity. Instead, contact this office by telephone or in writing.
This message, and any attachments, is for the intended recipient(s) only, may contain information that is
privileged, confidential and /or proprietary and subject to important terms and conditions available at
http: / /www. bankofamerica .com /emaildisclaimer. If you are not the intended recipient, please delete this
message.
Packet Page -369-
August 31, 2015
9/8/2015 11. E.
Bankaf America
��
Merrill Lynch
Bank of America
�
ierritY Lynch
Packet Page -370-
9/8/2015 11. E.
Submission date: August 31, 2015
Parties to the Transaction
Borrower.
Collier County, Florida (the "Borrower" or the "City" or the "Issuer ")
Bank of America, N.A. or any other subsidiary of Bank of America Corporation
Lender:
( "BANA" or the "Bank "). W -9 forms will be submitted as requested upon award.
The Facility
Facility.
Fully funded term loan
Facility Amount:
Not to exceed $18,000,000
Security:
First lien upon the Net Revenues of the County's Water and Sewer System and
certain charges imposed by the District on Persons (as further defined in the
Resolution). All security language shall be acceptable to the Bank and its
counsel.
Use of Proceeds: To refund a portion of Collier County's Water and Sewer Districts outstanding
Water and Sewer Revenue Bonds, Series 2006 and to pay the cost of issuance.
Optional Prepayments and Commitment Reductions:
Prepayments are permitted at any time with three business days' prior notice.
All prepayments will be subject to a prepayment penalty as set forth on Exhibit
A hereto.
Interest Rates:
Interest Rate: An indicative non bards qualified interest rate as of August 31, 2015 is 1.71 %.
The actual rate shall be set two business days prior to closing utilizing the sum
of (i) the fixed rate of at 57 month interest rate swap rate having a floating rate
equal to three (3) month Libor as determined by linear interpolation plus 5
basis points. The Bank shall use Bloomberg to establish such rates.
If for any reason swap rates are no longer listed on Bloomberg, the Bank shall
select a comparable platform to determine the interest rate swap rate. The
above pricing formula is valid only if the loan is closed on or before October 30,
2015. After October 30, 2015, the formula is subject to change at Bank's sole
discretion.
The above interest rate assumes that this is a non bank qualified tax exempt
obligation and is subject to a legal opinion acceptable to the Bank and its
counsel
Page 1 BankofAmerica �O
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Repayment Terms / Interest shall be payable semi - annually on January 1 and July 1, commencing
Maturity Date: on January 1, 2016. Principal shall be due annually on July 1, commenccng July
1, 201.7. Interest shall be calculated on a 30/360 day count basis. The
amortization is assumed as follows. Modification to amortization shall be
accepted at Bank's sole discretion.
July 1, 2017
$2,523,000
July 1, 2018
$2,575,000
July 1, 2019
$2,625,000
July 1, 2020
$2,680,000
July 1, 2021
$2,739,000
July 1, 2022
$4,585,000
Determination of Upon a Determination of Taxability with respect to the Facility, the Facility will
Taxability: bear interest from the date that taxability commences at a rate equal to the
product of the tax- exempt rate of interest otherwise in effect and the Taxable
Rate Factor (currently 1.54).
Determination of Taxability will only include circumstances resulting from the
action or inaction of the Issuer (e.g., will not include changes to the Internal
Revenue Code).
The Taxable Rate Factor is the amount by which the tax- exempt rate must be
mulitplied to achieve the equivenlant taxable ate given the highest margin
federal corporate tax rate, currently 35 50'. The Taxable Rate Factore is subject to
change should the highest marginal federal corporate tax rate change.
The Borrwer is also responsible for payment of any interest, penalties or charges
owed by the Lender as a result of interest on the Facility that accrues from
becoming includable in the gross income fo the Lender, together with any and
all attorneys' fees, court costs, or other out -of - pocket cost recurred by th4e
Lender in connection therewith.
A change in the interest rate due to this provision will NOT trigger an
exception for the prepayment penalty provision.
Day Count: Interest of the Facility will be calculated on the basis of twelve 30 day months
and a 360 day year.
Default Rate: During the continuance of any default under the Facility, the interest rate shall
be increased to the maximum rate allowed under law.
Other Fees and Expenses
Bank Counsel: Fixed at $5,500 plus disbursements
Timing of Payments: All.fees are ikon- refundable and are payable at closing in immediately available
funds.
Other Standard Provisions
Page 2 Bankofkmerice
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Indemnification: To the extent permitted by law, the Borrower will indemnify and hold harmless
BANA and its respective affiliates and its partners, directors, officers,
employees, agents and advisors from and against all losses, claims, damages,
liabilities and expenses arising out of or relating to the Facility, the Borrower's
use of loan proceeds or the commitment including, but not limited to,
reasonable attorneys' fees (including on appeal and including the allocated cost
of internal counsel) and settlement costs. This indemnification shall survive and
continue for the benefit of all such persons or entities.
Assignment and BANA will be permitted to make assignments to other financial institutions and
Participations: sell participations without the consent of the Borrower.
Waivers/ Amendments and waivers of the provisions of the Agreement and other
Amendments: definitive credit documentation will require the approval of BANA.
Choice of Law/ Jury Trial/ Venue
Governing Law. This Proposed Term Sheet and any other documents to which the Bank shall
become a party will be governed by the laws of the State of Florida.
Jury Trial: The Issuer agrees, to the extent permitted under applicable law, to waive any
right to a trial by jury in any action or proceeding with respect to any dispute or
controversy under the Loan Documents.
Venue: Any litigation involving the Bank shall be brought in the appropriate Florida or
United States court having jurisdiction over the matter.
Description of the Basic Documentary Terms and Conditions
Representations and Warranties:
Standard for this type of facility subject to review and acceptance by Bank and it
counsel.
Covenants: Usual and customary for transactions of this type subject to review and
acceptance by Bank and it Counsel.
Financial Covenants: The debt shall be subject to a rate covenant and additional bonds of 1.25x
defined as net revenues divided by annual debt service for the rate covenant
and maximum annual debt service for the additional bonds test and 1.00 times
defined as net revenues divided by annual debt service plus required reserve
deposits for the rate covenant and net revenues divided by maximum annual
debt service and reserve requirements for the additional bonds test. All final
covenant definitions are subject to review and acceptance by Bank and its
counsel
Reporting Within 270 days after the close of each fiscal year of the Borrower, the Borrower
Requirements: shall provide complete audited financial statements of the Borrower. In
addition upon request by BANA, the Borrower shall provided the board
authorized budget and any such other information as the BANA may
reasonable request.
Page 3 Bank of America 'I
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Events of Default: Usual and customary in transactions of this type including, without limitation,
the following: (i) nonpayment of principal, interest, fees or other amounts; (ii)
failure to perform or observe covenants set forth in the loan documentation; (iii)
any representation or warranty proving to have been incorrect when made or
confirmed; (iv) cross - default to other parity debt(v) bankruptcy, insolvency,
debt moratorium, etc.; (vi) monetary judgment defaults in an amount to be
agreed and material non- monetary judgment defaults; (vii) actual or asserted
invalidity or impairment of any loan documentation; and (viii) downgrade
below Baa3 /BBB - /BBB- (or the equivalent) by Moody's, S &P or Fitch,
respectively.
Remedies: The Bank may, among other things, cause the Default Rate to apply to all
outstanding obligations of the Borrower to the Bank and pursue any other
remedies to which it is entitled under the Agreement, at law or in equity. For
any payment that is more than 15 days late, the Bank may impose a late fee
equal to 4% of the amount of the late payment.
Contacts
Bank of America, N.A. (BANA):
Name: Holly Kuhlman
Title: Senior Vice President
Address: 9128 Strada Place, Suite 10110
Naples, Florida 34103
Telephone: (239) 598 -8805
email: 1- loIlv.l:ukdman�;,b aml.corr.
Bank Counsel:
Bank Counsel: Mark Raymond
Address: 4360 Northlake Blvd, Suite 204
Palm Beach Gardens, Florida 33418
Telephone: (561) 775 -8440
email: Mark. ravmondCamravmondlaw.com
Proposed Terms and Conditions Subject to Certain Events
This Summary of Terms is intended only as an outline of certain of the material terms of the Facilifii and does not
purport to summarize all of the conditions, covenants, representations, warranties and other provisions that would
be contained in definitive documentation for the Facilifil contemplated hereby. This Sunnuary of Terms is not a
conunitzzzent. It represents a willingness on the part of BANA to seek approval to provide the comznitnient indicated
herein and consunzmate a transaction based upon the terms and conditions outlined in this terin sheet and is saLL
to:
Final credit approval (see "Credit Process Tinleframe" below),
Absence of any material adverse change in the financial condition, operations or
Page 4 Bank of America
(Merrill Lynch
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9/8/2015 11. E.
prospects of the Borrower, or in any law, rule or regulation (or their
interpretation or administration), that, in each case, may adversely affect the
consummation of the transaction, to be determined in the sole discretion of
BANA,
Such additional due diligence as the Lender may require, and
Agreement as to all final terms and conditions and satisfactory documentation
thereof (including satisfactory legal opinions).
Credit Process: The credit process will take 10 business days from the point at which the Bank is
officially awarded the transaction and has in its possession all materials
necessary to undertake a full credit analysis.
Expiration: Consideration of a financing based on the terms and conditions presented in this
term sheet shall automatically expire 15 days from the date hereof unless the
Bank has received this terms sheet executed by the City.
If the Bank issues a commitment, the Bank reserves the right to terminate, reduce
or otherwise amend its commitment if the subject transaction is not closed within
90 days of the receipt of a signed term sheet.
Future The terms, conditions, pricing levels and fees (including legal fees and expenses)
Modifications: cited herein reference the financing and the Facility Amount as described in this
Summary of Terms and Conditions and are subject to revision in the event that
(i) the Facility Amount changes, (ii) the security or transaction structure is
modified, (iii) the transaction deviates materially from what was initially
described in the RFP or in conjunction therewith, (iv) the proposed financing
does not close within 90 days of acceptance by the Borrower.
No Advisory or Fiduciary Role
This proposal is submitted in response to your Request for Proposals dated
August 17, 2015. The contents of this proposal and any subsequent discussions
between us, including any and all information, recommendations, opinions,
indicative pricing, quotations and analysis with respect to any municipal
financial product or issuance of municipal securities, are provided to you in
reliance upon the exemption provided for responses to requests for proposals or
qualifications under the municipal advisor rules (the "Rules ") of the Securities
and Exchange Commission (Rule 15Ba1 -1 et seq.).
In submitting this proposal, we are not undertaking to act as a "municipal
advisor" to you or any other person within the meaning of Section 15B of the
Securities Exchange Act of 1934 and the Rules. In connection with this proposal
and the transactions described herein, we are not acting as a financial advisor or
municipal advisor to you or any other person, and are not subject to any
fiduciary duty to you or to any other person. We understand that you will
consult with and rely on the advice of your own municipal, financial, tax, legal
and other advisors in connection with your evaluation of this proposal and the
transactions described herein.
The Issuer acknowledges and agrees that: (i) the transaction contemplated by
Page 5 BankofAmerica'VA
Merrill Lynch
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9/8/2015 11. E.
this Sununary of Terms and Conditions is an arm's length, commercial
transaction between the Issuer and the Bank in which the Bank is acting solely as
a principal and for its own interest; (ii) the Bank is not acting as a municipal
advisor or financial advisor to the Issuer; (iii) the Bank has no fiduciary duty
pursuant to Section 15B of the Securities Exchange Act of 1934 to the Issuer with
respect to the transaction contemplated hereby and the discussions,
undertakings and procedures leading thereto (irrespective of whether the Bank
has provided other services or is currently providing other services to the Issuer
on other matters); (iv) the only obligations the Bank has to the Issuer with respect
to the transaction contemplated hereby expressly are set forth in this Summary
of Terms and Conditions; and (v) the Bank is not recommending that the District
take an action with respect to the transaction contemplated by this Summary of
Terms and Conditions, and before taking any action with respect to the
contemplated transaction, Issuer should discuss the information contained
herein with its own legal, accounting, tax, financial and other advisors, as it
deems appropriate. If Issuer would like a municipal advisor in this transaction
that has legal fiduciary duties to Issuer, Issuer is free to engage a municipal
advisor to serve in that capacity. This Summary of Terms and Conditions is
provided to Issuer pursuant to and in reliance upon the "bank exemption"
provided under the municipal advisor rules of the Securities and Exchange
Commission, Rule 15Ba1 -1 et seq.
Agreement by the Borrower
The Borrower hereby agrees to engage Bank of America to provide the Facility,
which is the subject hereof, pursuant to the terms and conditions stated herein.
Please evidence your agreement with the foregoing by signing and returning a
copy of the document to Bank of America.
Accepted and Agreed to:
COLLIER COUNTY, FLORIDA
By: Date:
Page 6 BankofAmerica'V!
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9/8/2015 11. E.
Exhibit A
The [Bonds, Notes, Certificates, Borrower Note - "conform to defined terms] may be [prepaid, redeemed -
*Use Applicable Language] in whole, or in part, on [any date -*Use for Fixed Rate Transactions][at the
end of any Interest Rate Period - *Use For Variable Rate Transactions], with three (3) days prior written
notice to the [Bondholder, Noteholder, Certificate Holder, Bank, Lender - *conform to defined terms] by
payment in an amount equal to the principal amount to be [prepaid/ redeemed - *Use Applicable
Language] plus accrued interest thereon to the date of [prepayment /redemption - *Use Applicable
Language] plus the Prepayment Fee. For purposes hereof, the Prepayment Fee will be the sum of fees
calculated separately for each Prepaid Installment, as follows:
(i) The Bank will first determine the amount of interest which would have accrued each
month at the Taxable Equivalent Rate for the Prepaid Installment had it remained outstanding until the
applicable Original Payment Date, using the interest rate applicable to the Prepaid Installment under this
Agreement.
(ii) The Bank will then subtract from each monthly interest amount determined in (i), above,
the amount of interest which would accrue for that Prepaid Installment if it were reinvested from the date
of prepayment or redemption through the Original Payment Date, using the Treasury Rate.
(iii) If (i) minus (ii) for the Prepaid Installment is greater than zero, the Bank will discount the
monthly differences to the date of prepayment or redemption by the Treasury Rate. The Bank will then
add together all of the discounted monthly differences for the Prepaid Installment.
The following definitions will apply to the calculation of the Prepayment Fee:
(i) "Original Payment Dates" mean the dates on which the prepaid or redeemed principal
would have been paid if there had been no prepayment or redemption. If any of the principal would have
been paid later than the end of the fixed rate interest period in effect at the time of prepayment or
redemption, then the Original Payment Date for that amount will be the last day of the interest period.
(ii) "Prepaid Installment" means the amount of the prepaid or redeemed principal which
would have been paid on a single Original Payment Date.
(iii) "Taxable Equivalent Rate" means the interest rate per annum derived from the following
formula: [interest rate on the Bond, Note, Certificate, Borrower Note - *Use Applicable Term] divided by
the difference of (1 minus the Maximum Corporate Income Tax Rate). The "Maximum Corporate Income
Tax Rate" is the highest marginal federal income tax rate charged to U.S. corporations in effect at the
time of the prepayment calculation. The "Maximum Corporate Income Tax Rate" is currently 35% (or
0.35 in numerical terms).
(iv) "Treasury Rate" means the yield on the Treasury Constant Maturity Series with maturity equal to
the Original Payment Date of the Prepaid Installment which are principal payments (calculated as of the
[date of redemption /prepayment *Use Applicable Language] in accordance with accepted financial
practice and rounded to the nearest quarter - year), as reported in Federal Reserve Statistical Release
H.15, Selected Interest Rates of the Board of Governors of the Federal Reserve System, or any
successor publication. If no maturity exactly corresponding to such Original Payment Date appears in
Release H.15, the Treasury Rate will be determined by linear interpolation between the yields reported in
Release H.15. If for any reason Release H.15 is no longer published, the [Bondholder, Noteholder,
Certificate Holder, Bank, Lender, *conform to defined terms] shall select a comparable publication to
determine the Treasury Rate.
Bank of America 41
Packet Page -377- Merrill lynch
9/8/2015 11.E.
COLT CoN.nty
Administrative Services Department
Procurement Services D vision
Attachment 1: Vendor Submittal - Bid Response Form
FROM: AJIL 04- ,�, (I � j C'C-
Board of County Commissioners
Collier County Government Center
Naples, Florida 34112
RE: Solicitation: 15 -6511 Public Utilities Term Loan
Dear Commissioners:
The undersigned, as Vendor, hereby declares that the specifications have been fully examined and the
Vendor is fully informed in regard to all conditions pertaining to the work to be performed for as per the
scope of work. The Vendor further declares that the only persons, company or parties interested in this Bid
or the Contract to be entered into as principals are named herein; that this Bid is made without connection
with any other person, company or companies submitting a Bid; and it is all respects fair and in good faith,
without collusion or fraud.
The Vendor proposes and agrees if this bid is accepted, to comply with the requirements in full and in
accordance with the terms, conditions and specifications denoted herein. The Vendor agrees to provide the
following:
* * * SEE FOLLOWING PAGES * * *
❑ Bid Response Form is electronic. Please input your prices online.
Bid Response is as follows:
Note: If you choose to bid manually, please submit an ORIGINAL and ONE COPY of your bid
response pages. The undersigned do agree that should this Bid be accepted, to execute a formal contract,
if required, and present the formal contract to the County Procurement Director for approval within fifteen
(15) days after being notified of an award.
Packet Page -378-
9/8/2015 11. E.
Cofer County
Administrative Services Department
Procurement Services DMsion
Attachment 2: Vendor Substitute W - 9
Request for Taxpayer Identification Number and Certification
In accordance with the Internal Revenue Service regulations, Collier County is required to collect the following
information for tax reporting purposes from individuals and companies who do business with the County (including
social security numbers if used by the individual or company for tax reporting purposes). Florida Statute
119.071(5) require that the county notify you in writing of the reason for collecting this information, which will be
used for no other purpose than herein stated. Please complete all information that applies to your business and
return with your quote or proposal.
1. General Information (provide all information)
Taxpayer Name , V C14-'_ tt
(as shown on income tax return)
orporation
Business Name
_Tax Exempt (Federal income tax - exempt entity
(if different troal taxpayer pame)
Address � k \'r iQ�O� Pbc (L
)
City
�
State 1" ozi, d.G--
Zip (i
Telephone ° .l taDlFAX
Email wl% L741<<ir jDLw
Order Information
Remit/ Payment Information
Address
Address
City State Zip
City State Zip
FAX
FAX
Email
Email
2. Company Status (check only one)
_Individual / Sole Proprietor
orporation
Partnership
_Tax Exempt (Federal income tax - exempt entity
_ Limited Liability Company
under Internal Revenue Service guidelines IRC
501
(c) 3)
Enter the tax classification
D = Disregarded Entity, C = Corporation, P = Partnershi
3. Taxpayer Identification Number (for tax reporting purposes only)
Federal Tax Identification Number (TIN)
(Vendors who do not have a TIN, will be required to provide a social security number prior to an award of the contract.)
4. Sign and Date Form
Certification: Under penalties of perjury, I certify that the information shown on this form is correct to my knowledge.
Signature Date
Title Phone Number <<iY
Packet Page -379-
/CG.4
I WITNE S WHEREOF E have hereunto subscribed our names on this 3 �� ,may of
V , 20 It in the County of U ;([ /' , in the State of /�L--
Firm's Complete Legal Name E1
Address JCc,
City, State, Zip
Florida Certificate of Authority
Document Number
Federal Tax Identification �C� - (n �' Z
Number
CCR # or CAGE Code Y
Telephone Number
FAX Number
Signature / Title
Type Name of SignatureU{
Date r 1X0
Additional Contact Information
Send Payments To: (REQUIRED ONLY if different from above)
Firm's Complete Legal Name
Address
City, State, Zip
Contact Name
Telephone Number
FAX Number
Email Address
Packet Page -380-
9/8/2015 11. E.
§% 015 11.E.
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9/8/2015 11. E.
Co�er County
Administrative Services Department
Procurement Services Division
REQUEST FOR QUOTE
Date: August 17, 2015
From: Swainson Hall, Procurement Strategist
(239) 252 - 8935 (Telephone)
239) 252 - 6334 (FAX)
swainsonhallCa),colliergov.net (Email)
To: Prospective Vendors
Subject: Solicitation: 15 -6511 Public Utilities Term Loan
As requested by -the Collier County Water -Sewer District, the Collier County Board of County Commissioners
Procurement Services Division has issued this Request for Quotes, "RFQ ", for the purpose of obtaining fair
and competitive responses in accordance with the terms, conditions and specifications stated herein.
If you have immediate questions regarding the specifications or intended scope of work, you must make
those inquiries via the Online Bidding System at www.colliergov.net /bid, and for general questions, you may
contact the Procurement Strategist noted above by telephone or email.
Your quotation response is due via the Online Bidding System at www.colliergov.net /bid no later than the
date and time specified in the Public Notice on page two (2). Quotations received after the date and time
specified will not be accepted. If your firm is unable to respond electronically, your quotation must be
received in the office of the Purchasing Department at the above referenced address no later than the time
and date specified. No late quotation responses will be accepted.
We look forward to your participation in Collier County's competitive procurement process.
c: Laura Zautcke
Ffmxm,r1E^t uvices Dmsm, - 3327 Taman Trail East_ - Waafes. FlDridu' 3A172-1W - 2332SM*7 neb'prncxememserIces
Packet Page -382-
9/8/2015 11. E.
Coyer County
Administrative Services Department
Procurement Services Division
Public Notice
The Collier County Purchasing Department is requesting quotation responses from interested and qualified
firms to supply /provide a Public Utilities Term Loan.
Your quotation response is due in the Collier County online bidding system no later than 1:00 PM on
August 31, 2015, at www.colliergov.net /bid. Quotation responses received after the time and date noted will
not be accepted. If your firm is unable to respond electronically, your quotation must be received in the
office of the Purchasing Department at the above referenced address no later than the time and date
specified. No late quotation responses will be accepted.
All quotation responses shall be made on the Quotation Response Form attached herein.
Any firm who is a recipient of County funds, or who proposes to perform any work or furnish any goods under
this RFQ shall not discriminate against any worker, employee or applicant or any member of the public based
on age, race, color, sex, religion, national origin, disability or marital status, nor otherwise commit an unfair
employment practice.
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
BY: /S/ Joanne Markiewicz
Director, Procurement Services Division
F^oatc+etent5ervrc> Cintisnr.• 3327 Tamlami Trail Ease • Napies, Fionda 34172490^ - 22&252 - 8407 • ww cobie got,.netproruren entsenv e;
Packet Page -383-
Exhibit I: Scope of Work, Specifications and Response Format 9/8/2015 1 1 .E.
Background
The proposed term loan will be used to: (1) refund a portion of the Collier County Water -Sewer District,
Florida (hereinafter, the "District), outstanding Water and Sewer Revenue Bonds, Series 2006; and (2) to
pay the associated cost of issuance. The principal of and interest on the Series 2015 Bond will be secured
equally and ratably with the Prior District Bonds by a pledge of and lien upon (1) the Net Revenues of the
District's Water and Sewer System and (2) certain charges imposed by the District on Persons (as defined in
the Resolution). The District currently maintains ratings of Aa2 and AAA from Moody's and Fitch,
respectively.
The Collier County Water -Sewer District, Florida is submitting this request for quotes (the "RFQ ") to identify
the institution that can provide the District with a fixed rate, qualified term loan in the form of a Water and
Sewer Refunding Revenue Bond (the "Term Loan ") at the lowest overall borrowing cost, pursuant to certain
conditions as determined by the District in an amount not to exceed $17,000,000. The refunding will be a
private placement and the District does not anticipate preparing any continuing disclosure documents.
Scope of Work
The following describes the District's requirements in establishing the Term Loan:
A. Amount: Not to exceed $17,000,000
B. Final Maturity: July 1, 2022
C. Fixed, tax - exempt rate on a non -bank qualified basis. The rate quoted may not exceed the
maximum rate permitted under Florida Statute 215.84 applicable at the time of sale.
D. Preliminary Amortization Schedule (Subject to change)
Period Ending
Amortization Schedule
7/1/2017
2,298,000
7/1/2018
2,346,000
7/1/2019
2,390,000
7/1/2020
2,441,000
7/1/2021
2,495,000
7/1/2022
4,336,000
TOTAL
16,306,000
E. Repayment Provisions: Interest payments on the outstanding principal balance of the Term
Loan will be calculated on a 30 /360 -day basis and will be paid semiannually on January 1 and
July 1, of each year, beginning January 1, 2016. The principal amount of the Term Loan will be
payable annually on July 1 of each year beginning July 1, 2017, through the final maturity of the
Term Loan.
F. Prepayment Options: Please specify any prepayment parameters. Please note that the District
would prefer a proposal that does not entail a prepayment penalty.
G. The County reserves the right to reject proposals with terms and conditions different than those
included in the Bond Resolution. This includes gross -up and /or other similar provisions allowing
for modification of the rate of the loan.
H. At the closing of the Note, the offeror will be required to make certain certifications, including but
not limited to certifications that it:
Packet Page -384-
(1) Is not acting as a broker or other intermediary, and is purchasing the Bond a 9/8/2015 11. E.
for its own account and not with a present view to a resale or other distribution to the public;
(2) Understands that the Bond may not be transferred in a denomination less than $100,000
under any circumstances;
(3) Is a bank, trust company, savings institution, insurance company, dealer, investment
company, pension or profit- sharing trust, or qualified institutional buyer as contemplated by
Section 517.061(7), Florida Statutes;
(4) Is not purchasing the Bond for the direct or indirect promotion of any scheme or enterprise
with the intent of violating or evading any provision of Chapter 517, Florida Statutes; and
(5) Is an "accredited investor" within the meaning of the Securities Act of 1933, as amended, and
Regulation D thereunder.
Award Criteria
RFQ award criteria is as follows:
• All questions on the quote document shall be answered as to price(s), time requirements, and
required document submissions.
• Award shall be based upon the responses to all questions on the quote Response Page(s).
• Further consideration may include but not be limited to, references, completeness of bid response
and past performances on other District bids /projects.
• Prices will be read in public exactly as input on the electronic bid response form or written on the
manually submitted quote Response Page(s) at the time of the quote opening; however, should an
error in calculations occur whenever unit pricing and price extensions are requested, the unit price
shall prevail. Mathematical miscalculations may be corrected by the District to reflect the proper
response.
• The County's Purchasing Department reserves the right to clarify a vendor's proposal prior to the
award of the solicitation.
• It is the intent of the District to award to the lowest, qualified and responsive vendor(s) in accordance
with the following methodology:
It is the intent of the District to award to the lowest, qualified and responsive vendor(s) in accordance with
the Method of Source Selection denoted in the terms and conditions in Exhibit II on the basis of: Interest
Rate (Non -Bank Qualified) - State the fixed rate being proposed based on the Repayment Provisions.
1. Provide the quoted interest rate at the time of response to this RFQ (specify the date the rate
was calculated). The District desires a rate that is locked for a minimum of 30 (thirty) days from
date of Solicitation Deadline (8/31/15). Please indicate the number of days from date of
response the rate will be locked. .
2. Fees and Expenses: Provide a single TOTAL cost for all Fees and Expenses and describe in detail all
fees and expenses which the District will be responsible to pay.'The amounts stated in the proposal shall
represent the maximum amounts payable to the proposer by the District. All fees and expenses in
excess of those stated in the proposal shall be the sole responsibility of the proposer and will not be paid
or reimbursed by the District. The District's Bond Counsel, Nabors, Giblin and Nickerson will deliver an
opinion regarding the excludability of interest from gross income for federal income tax purposes on the
Term Loan and on the Term Loan being a qualified tax - exempt obligation under Section 265(b)(3) of the
Internal Revenue Code of 1986, as amended.
The notification of award of the RFQ does not obligate the District to close on the Bond.
Packet Page -385-
Projected Timetable
9/8/2015 11. E.
Event
Date
Issue Solicitation Notice
August 17, 2015
Last Date for Receipt of Written Questions
August 24, 2015,
12:OOPM, Naples
Local Time
Solicitation Deadline Date and Time
August 31, 2015,
1:OOPM, Naples Local
Time
Anticipated Evaluation of Submittals and Approval
September 1, 2015
Instructions:
1. Complete and submit Attachments 1 — 2 by the time and date specified in the Public
Notice. This will constitute your acceptance of the specifications, terms and conditions as
listed. If taking exception to any part or section of this request for information /quotation, please
indicate such exceptions on a separate sheet entitled "Exceptions."
2. This will constitute your acceptance of the specifications, terms and conditions as listed. If
taking exception to any part or section of this request for information /quotation, please indicate
such exceptions on a separate sheet entitled "Exceptions."
3. Your quote may not be accepted unless all requesting information is furnished.
4. The Collier County Purchasing Department reserves the right to reject any and all quotes.
5. All State Certified contractors who may need to pull Collier County permits or call in inspections must
complete a Collier County Contractor License registration form and submit the required fee. After
registering the license /registration will need to be renewed thereafter to remain "active" in Collier
County.
If required, Vendor / Contractor / Proposer shall be responsible for the costs of providing background
checks by the Collier County Facilities Management Department, and drug testing for all employees
that shall provide services to the County under this Agreement. This may include, but not be limited
to, checking federal, state and local law enforcement records, including a state and FBI fingerprint
check, credit reports, education, residence and employment verifications and other related records.
Contractor shall be required to maintain records on each employee and make them available to the
County for at least four (4) years.
7. The Vendor /Contractor agrees to comply with the Florida Public Records Law Chapter 119 (including
specifically those contractual requirements at F.S. § 119.0701(2) (a) -(d) and (3)), ordinances, codes,
rules, regulations and requirements of any governmental agencies.
8. The County has implemented a Vendor Performance Evaluation System for all contracts awarded in
excess of $25,000. To this end, vendors will be evaluated on their performance upon
completion /termination of this Agreement.
9. The County's project manager shall coordinate with the Vendor / Contractor the return of any surplus
assets, including materials, supplies, and equipment associated with the scope or work.
Packet Page -386-
9/8/201 5 1 1. E.
Coffier County
Administrative Services Department
Procurement Services Division
Attachment 1: Vendor Submittal - Bid Response Form
FROM:
Board of County Commissioners
Collier County Government Center
Naples, Florida 34112
RE: Solicitation: 15 -6511 Public Utilities Term Loan
Dear Commissioners:
The undersigned, as Vendor, hereby declares that the specifications have been fully examined and the
Vendor is fully informed in regard to all conditions pertaining to the work to be performed for as per the
scope of work. The Vendor further declares that the only persons, company or parties interested in this Bid
or the Contract to be entered into as principals are named herein; that this Bid is made without connection
with any other person, company or companies submitting a Bid; and it is all respects fair and in good faith,
without collusion or fraud.
The Vendor proposes and agrees if this bid is accepted, to comply with the requirements in full and in
accordance with the terms, conditions and specifications denoted herein. The Vendor agrees to provide the
following:
* * * SEE FOLLOWING PAGES * * *
❑ Bid Response Form is electronic. Please input your prices online.
❑ Bid Response is as follows:
Note: If you choose to bid manually, please submit an ORIGINAL and ONE COPY of your bid
response pages. The undersigned do agree that should this Bid be accepted, to execute a formal contract,
if required, and present the formal contract to the County Procurement Director for approval within fifteen
(15) days after being notified of an award.
Packet Page -387-
IN WITNESS WHEREOF, WE have hereunto subscribed our names on this day 9/8/2015 11. E.
,20 in the County of , in the State of
Firm's Complete Legal Name
Address
City, State, Zip
Florida Certificate of Authority
Document Number
Federal Tax Identification
Number
CCR # or CAGE Code
Telephone Number
FAX Number
Signature / Title
Type Name of Signature
Date
Additional Contact Information
Send Payments To: (REQUIRED ONLY if different from above)
Firm's Complete Legal Name
Address
City, State, Zip
Contact Name
Telephone Number
FAX Number
Email Address
Packet Page -388-
9/8/2015 11. E.
Coffler C'Ounty
Administrative Services Department
Procurement Services Division
Attachment 2: Vendor Substitute W — 9
Request for Taxpayer Identification Number and Certification
In accordance with the Internal Revenue Service regulations, Collier County is required to collect the following
information for tax reporting purposes from individuals and companies who do business with the County (including
social security numbers if used by the individual or company for tax reporting purposes). Florida Statute
119.071(5) require that the county notify you in writing of the reason for collecting this information, which will be
used for no other purpose than herein stated. Please complete all information that applies to your business and
return with your quote or proposal.
1. General Information (provide all information)
Taxpayer Name
(as shown on income tax return)
Business Name
(if different from taxpayer name)
Address
State
Telephone FAX
Order Information
Address
City State
FAX
Email
Zip
2. Company Status (check only one)
City
Zip,
Email
Remit / Payment Information
Address
City State
FAX
Email
Zip
_Individual / Sole Proprie tor
_Corporation
Partnership
_Tax Exempt (Federal income tax - exempt entity
_ Limited Liability Company
under Internal Revenue Service guidelines IRC
501 (c) 3)
Enter the tax classification
(D = Disregarded Entity, C = Corporation, P = Partnership
3. Taxpayer Identification Number (for tax reporting purposes only)
Federal Tax Identification Number (TIN)
;Vendors who do not have a TIN, will be required to provide a social security number prior to an award of the contract.}
4. Sign and Date Form
Certification: Under penalties of perjury, I certify that the information shown on this form is correct to my knowledge.
Signature Date
Title Phone Number
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9/8/2015 11. E.
Packet Page -390- RFQ 1
g Public Utilities Terrm m Loan