HomeMy WebLinkAbout8.1 Select Underwriter & Bond Counsel i
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CITY OF DUBLIN
AGENDA STATEMENT
CITY COUNCIL MEETING DATE: September 14, 1987
SUBJECT : Selection of Underwriter and Bond Counsel for
Refinancing of the Civic Center Certificates of
Participation
EXHIBITS ATTACHED 1) Resolution Engaging Special Legal Counsel and
Underwriter Services
2) Agreement with Rauscher, Pierce and Refsnes, Inc.
3) Agreement with Jones Hall Hill & White
�4) City Council Presentation Booklet dated
September 14, 1987
5) Letter from Rauscher, Pierce and Refsnes dated
06,/, September 3, 1987
RECOMMENDATIO
11c2
Adopt Resolution and authorize Mayor to execute
Agreements
FINANCIAL STATEMENT: See Below
DESCRIPTION On April 27, 1987, the City Council authorized Staff
to solicit Requests for Proposals for Underwriting Services for the purpose
of refinancing Certificates of Participation issued by the City for the
acquisition and construction of the Civic Center. At that time, Staff
indicated that it would also make a recommendation regarding the selection
of special legal counsel for the refinancing.
Underwriter
Staff requested, received and reviewed proposals from 6 underwriting
/investment banking firms to function as underwriters for the refinancing
transaction. Based on the content of the written responses, the City
Manager and Finance Director selected 3 firms to interview. The areas of
concern in the analysis and interview process included:
1 ) Services to be provided by the firm
2) The experience of the firm in COP financing
3) The "not to exceed discount rate" which is the rate of pay for the
underwriting firm
4) The method used to assure Staff that the most efficient ofering was
obtained
5) The firm's profile of the personnel who will handle the transaction
6) References
7) Proposed methods of maximizing both net present value dollars, as well as
cash savings to the City
8) Experience in making presentations to bond rating agencies and insurance
companies.
The proposals submitted to the City included discount rates (fee for
underwriting service) which ranged from 1.40% to 2.25%.
After reviewing the proposals, Staff believes that Rauscher, Pierce and
Refsnes, Inc. (RPR) can provide quality underwriting services to the City at
a competitive cost. RPR's discount rate ranges from 1.40% to 1. 50%,
depending on whether the issue is insured or uninsured. RPR was able to
demonstrate considerable experience in working with cities in making
effective presentations to Rating Agencies. An effective presentation can
positively affect the City's rating and ultimately result in substantial
savings to the City.
COPIES TO:
ITEM NO. gwi
C
AGENDA STATEMENT: Selection of Underwriter and Bond Counsel for Refinancing
of the Civic Center Certificates of Participation
Page 2
Bond Counsel
After discussing the performance of Bond Counsel with other cities, Staff
recommends that the City Council engage the services of Jones Hall Hill &
White as special legal counsel for the refinancing of the original
Certificate of Participation issue. As a firm, they have considerable
experience in Municipal Financing and have an excellent reputation. Their
fee is based on a sliding scale, depending on the size of the issue. If the
City were to refinance the original Certificates and not incorporate new
funds into the issue, their fee would be approximately $42, 500.
Cost of Issuance
The cost of issuance will vary with the size of the issue, and whether the
issue is insured or uninsured. If the City were to refinance only the
original issue (approximately $12, 000, 000) , and the issue was uninsured, the
estimated cost of issuance would be as follows :
Underwriter' s Discount $180, 000
Bond Counsel 42, 500
Miscellaneous Costs 69, 000
Total $291, 500
Market Conditions
With the exception of small incidental expenses, no fees will be incurred by
the City until after the sale of the certificates take place.
For a refinancing to make sense, the market interest rates would have to
cover the above cost of issuance and provide additional savings to the City.
The timing of the original issue to market was at a time when coupon rates
were higher than recent market performance. The present market conditions
would allow the City to save money if it financed the project today.
Because the recent market changes have been in large swings with regard to
interest rates, there is an ongoing need to review the conditions so that
the refinancing transaction is timed to occur when the amount to be saved
well exceeds the costs of the refinancing transaction. Only in the scenario
where the net savings approaches a predetermined amount will the City
proceed with the transaction. For this reason, the agreements with the
underwriter and bond counsel give the City the right to go to market when
market conditions are most favorable to the City.
Because of this need to monitor the market and to be ready to move when
conditions warrant action, Staff recommends that the Council proceed to
identify the underwriting firm and bond counsel at this time. By doing
this, the City has the opportunity to expand the market window within which
favorable conditions may occur. This window is opened when the Council
chooses the underwriting firm and closes approximately 3 to 6 months
thereafter.
Virginia Horler, representing RPR and Chick Adams, representing Jones Hall
Hill & White will make a presentation regarding the refinancing and their
respective firm' s qualifications.
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RESOLUTION NO. - 87
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
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ENGAGING SPECIAL LEGAL COUNSEL AND UNDERWRITER
IN CONNECTION WITH REFUNDING
CERTIFICATE OF PARTICIPATION PROCEEDINGS
WHEREAS, the City has heretofore issued its Certificates of
Participation (Public Facilities Project No. 1) dated as of December 1,
1985, in the aggregate principal amount of $11, 968, 000 (the "1985
Certificates" ) to finance various public improvements for the City; and
WHEREAS, the City wishes to institute proceedings at this time for
the refunding of the 1985 Certificates through the issuance of Refunding
Certificates of Participation (the "Refunding Certificates" ) and in
connection with such refinancing proceedings the City requires the advice
and assistance of special legal counsel and an investment banking firm.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of
Dublin as follows :
1. That certain agreement by and between the City and Jones Hall
Hill & White, a Professional Law Corporation, for special legal counsel
services in connection with the issuance of the Refunding Certificates, a
copy of which is on file with the City Clerk, is hereby approved. The
appropriate officers of the City are hereby authorized and directed in the
name and on behalf of the City to execute said agreement.
2. That certain agreement by and between the City and Rauscher
Pierce Refsnes, Inc. , for investment banking services in connection with
the issuance of the Refunding Certificates, a copy of which is on file with
the City Clerk, is hereby approved. The appropriate officers of the City
are hereby authorized and directed in the name and on behalf of the City to
execute said agreement.
3. This resolution shall take effect immediately.
PASSED, APPROVED AND ADOPTED this 14th day of September, 1987, by the
following vote:
AYES:
NOES:
ABSENT:
Mayor
ATTEST:
City Clerk
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AGREEMENT BETWEEN THE CITY OF DUBLIN
AND RAUSCHER PIERCE REFSNES,INC.
FOR EXCLUSIVE INVESTMENT BANKING SERVICES IN CONNECTION WITH
REFINANCING THE CIVIC CENTER AND FINANCING RELATED CAPITAL IMPROVEMENTS
THIS EXCLUSIVE INVESTMENT BANKING SERVICES AGREEMENT (hereinafter "Agreement"),
made and entered into this day of , 1987 by and between the CITY OF DUBLIN,a
municipal corporation of the State of California(hereinafter"City")and RAUSCHER PIERCE
REFSNES, INC.,a corporation (hereinafter"Investment Banker").
WHEREAS,the City is contemplating development of a detailed plan to refinance the civic
center and to acquire and construct related capital improvements(the"Project"); and
WHEREAS,the City desires to retain the services of an investment banker to develop a
detailed plan of financing that will result in issuance of obligations(the"Securities")to provide funds
necessary to complete the Project,and Investment Banker represents to the City that it is qualified
and competent to assist the City in providing underwriting services;
NOW,THEREFORE,for and in consideration of the mutual promises hereinafter set forth,the
parties hereto do hereby agree as follows:
1. Services Provided by Investment Banker.
Investment Banker shall confer and consult with the City its representatives,staff,and
attorneys for the purpose of developing a detailed plan of financing that will result in providing
funds to refinance the Civic Center and to finance related capital improvements. Specifically,to
the extent that it is legally and financially feasible to do so and to assure that financing will
be consummated, Investment Banker shall,at the request of the City,perform in a diligent
manner the following services:
«C:lworklcontracADUBL!N—8/14/87—iDaoe 1» 1
a. Investment Banker shall act as managing underwriter for the sale of the Securities.
b. Investment Banker shall advise and counsel with the City, its representatives,staff,
attorneys,and the approving bond counsel as to the sufficiency and pertinency of the
various required documents from an investment banking standpoint and shall
recommend such changes as Investment Banker considers advisable to improve the
marketability of the Securities.
c. Investment Banker shall,at the request of the City,arrange for presentations to
Moody's Investor's Service,and/or Standard&Poor's Corporation at their offices in
New York City with regard to the possible assignments of investment ratings on the
Securities and,in connection therewith, Investment Banker and City officials shall
present to them relevant data and information to permit said rating services to
evaluate and rate the Securities prior to their offering.
d. Investment Banker shall, if deemed necessary or desirable by the City,meet with
insurers of municipal issues.
e. Investment Banker shall,if deemed necessary or desirable by the City,confer and
consult with select foreign and domestic financial institutions regarding potential
methods of credit enhancement. solicit and evaluate credit enhancement proposals,
and recommend to the City the exact terms and conditions underwhich credit
enhancement should be utilized and structured.
f. Investment Banker shall develop and present specific recommendations as to the
protective and other covenants to be included in the required legal documents,
«C:lworklcontractlDUBLIN—8/14/87—paae 2» 2
including maturity schedules,call features and security provisions. all of the
provisions to be contained in the required legal documents shall be subject to the
mutual satisfaction of the City,bond counsel, Investment Banker,and Investment
Banker's counsel.
g. Investment Banker shall make available for conference and consultation such of its
personnel as may be reasonably requested by the City,given sufficient notice,to
allow the City to proceed promptly in an efficient and expeditious manner in the
development of the financing.
h. In cooperation with the City,its representatives,staff and attorneys, Investment
• Banker shall assist in preparing the Preliminary Official Statement and Final Official
Statement to be used in connection with the financing,and shall arrange for all
necessary publication and printing requirements.
i. Investment Banker shall present specific suggestions as to the time for the sale of the
Securities,taking into account market conditions and other known offerings of similar
issues.
j. Investment Banker shall, upon final approval by the City of financing details and
minimum level of net present value savings available,and upon direction by the City
to do so, market the Securities and present to the City a Contract of Purchase which
will detail the conditions and circumstances under which the City will be obligated to
sell and Investment Banker will be obligated to purchase the Securities,if the City
desires to proceed with the sale. Under no circumstances shall the City be required
to sell the Securities at the date of sale, and if the City determines not to proceed
<<C:1worMcontract1DU5LIN—8114/87—pace 3>> 3
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with said sale,the Contract of Purchase shall be null and void.
2. Duties of the City.
City agrees to: (i) cooperate with bond counsel and other attorneys who will prepare
legal documents and proceedings,advise and counsel with respect to any litigation affecting the
financing, review contracts and other legal documents and render an approving legal opinion of
the Securities, (ii) make available to Investment Banker all personnel,information,reports,
records,statistical data,financial statements,and legal documents and opinions that the City
has or obtains with respect to the Securities which may be reasonably requested by Investment
Banker in connection with the performance of its obligations hereunder.
3. Structure of Financing.
The structure of the financing shall be that method which, in the opinion of Investment
Banker and the City, is legally and financially the most feasible and beneficial method of
financing available to the City. The interest rate or rates borne by the Securities shall be at
a rate or rates determined by the investment rating of the Securities and the market conditions
at the time of issuance.
4. Requirements for Issuance of Securities.
The Securities,at the time of delivery,shall be accompanied by an approving legal opinion
in form acceptable to the Investment Banker of a nationally recognized bond counsel as to the
validity of the Securities and the exemption of interest thereon from Federal and California
income taxes,together with a nonlitigation certificate,no arbitrage certificate,and other usual
«C:lworklcontractlDUBLIN—8/14/87--page 4» 4
closing papers in customary form. Expenses (except as described in Paragraph 7 below) incurred
in connection with the issuance of said Securities shall be paid from proceeds of the Securities.
5. Compensation.
Investment Banker shall be compensated for its participation as managing underwriter by
receiving a percentage of the face (par)value of the Securities issued,if any are issued,
pursuant to this Agreement. Said percentage of the face (par)value (herein referred to as
"discount"),shall be agreed to by the City and Investment Banker,shall not exceed for an
uninsured issue one and one-half percent(1.5%) of the face (par)value of the securities and
shall not exceed for an insured issue one and four-tenths percent(1.4%) of the face (par)value
of the securities,and shall be contained in the Contract of Purchase which shall be signed by
both the City and the Investment Banker at the time of the sale of the Securities. Said
discount shall be payable at the time of closing of the Securities. Notwithstanding the above
stated amount of the discount,the Investment Banker reserves the right to renegotiate the
amount of the discount if market conditions require paying higher takedowns (sales commissions)
to distribute the Securities than the average takedown of$9.50 per bond assumed in our
proposal dated May 14, 1987.
6. Exclusivity of Agreement.
a. Both parties hereto agree that the Investment Banker shall have the exclusive right to
provide investment banking services with respect to the proposed financing.
b. City reserves the right to cancel this Agreement at any time on thirty(30)days
written notice to Investment Banker. City reserves the right to cancel this
«C:lworklcontract1DUBLIN—8/14/87—page 5» 5
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Agreement for cause on seven (7) days written notice to Investment Banker.
7. Costs and Expenses.
In the event that said sale of Securities is not consummated for any reason,the City shall
not be required to compensate Investment Banker for any underwriting discount or other fees,
charges,or costs incurred by Investment Banker in the performance of this Agreement; except
that the following costs,which are incidental to this financing,are to be borne by the City
whether or not the proposed financing is consummated: trustee,trustee's counsel or escrow
agent fees,the cost of preparation and printing of the Preliminary and Final Official
Statements, computer fees,federal wire interest expenses,the cost of credit rating fees,the
cost of out-of-state travel if such travel is requested by the City,the cost of preparing a Blue
Sky Memorandum and Legality of Investment Survey,the cost of any credit enhancement fees
including but not limited to municipal bond insurance premiums,fees charged by letter of credit
providers,and such other expenses incurred toward the issuance of the Securities as are agreed
upon in writing by Investment Banker and an authorized City representative. Investment Banker
shall bear its out-of-pocket expenses not covered above,whether or not the financing is
consummated. Under no circumstances shall Investment Banker be responsible for payment of
bond counsel.
8. Conditions for Performance of Investment Banker's Obligations.
Investment Banker's obligations hereunder shall be subject:
(i)to City's performance of its obligations at or prior to the issuance and delivery of the
Securities,and (ii)to the accuracy in all material respects in Investment Banker's judgment of
City's representations as of the time of the issuance and delivery,of the Securities.
«C:IworklcontracADUBLIN—8/14/87--page 6» 6
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9. Cancellation of Agreement by Investment Banker.
Investment Banker shall have the right to cancel its obligations hereunder if between the
date hereof and the date of issuance and delivery of the Securities:
(i) Legislation shall be enacted by the House of Representatives or the Senate of the
Congress of the United States, or favorably reported for passage to either the House of
Representatives or the Senate by any committee to either such body to which such
legislation has been referred for consideration,or a decision by a court established under
Article III of the Constitution of the United States,or by the Tax Court of the United
States,shall be rendered, or by the issuance of a ruling,regulation or order of the
Treasury Department of the United States or of the Internal Revenue Service shall be
issued or a draft circulated with a retroactive effective date having the purpose or effect
of imposing Federal income taxation,or any event shall have occurred which results in the
imposition of Federal income taxation, upon revenues or other income of the general
character to be derived by the City,which,in the Investment Banker's opinion, materially
adversely affects the marketability or market price of said Securities,or the marketability
or market price generally of an obligation of the general character of the tax-exempt
securities.
(ii) Any legislation,ordinance, rule or regulation shall be introduced in,or be enacted by,
any governmental body, department or agency of the State of California,or a decision by
any court of competent jurisdiction within the State of California shall be rendered which,
in the Investment Banker's opinion,might materially adversely affect the marketability or
market price of the Securities.
«C:IworklcontractDUBLIN--8/17/87--,cage 7» 7
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(iii) A stop order,ruling, regulation or official statement by,or on behalf of,the
Securities and Exchange Commission shall be proposed or made to the effect that the
issuance,offering or sale of obligations of the general character of the Securities is in
violation or would be in violation (unless registered or otherwise qualified under any
provisions) of the Securities Act of 1933,as amended and as then in effect,or the
Securities are required to be registered under the Securities Exchange Act of 1934, as
amended and as then in effect,or the legal documents are required to be qualified under
the Trust Indenture Act of 1939,as amended and as then in effect.
(iv) Legislation shall be introduced in,or be enacted by the House of Representatives or
the Senate of the Congress of the United States of America,or a decision by a court of
the United States of America shall be rendered,or a ruling,regulation or official statement
by or on behalf of the Securities and Exchange Commission (including a no-action or
interpretive letter of the staff thereof) or other governmental agency having jurisdiction of
the subject matter shall be made or proposed to the effect that an obligation or obligations
of the general character of the Securities is not exempt from registration,qualification or
other requirements of the Securities Act of 1933, as amended and as then in effect,or of
the Trust Indenture Act of 1939,as amended and as then in effect.
(v) In the Investment Banker's judgment,the market price of the Securities,or the
market price generally of obligations of the general character of the Securities, might be
adversely affected because: (a) additional material restrictions not in force as of the
effective date thereof shall have been imposed upon trading in securities generally by any
governmental authority or by any national securities exchange; (b) the New York Stock
Exchange or any other national securities exchange,or any governmental authority,shall
impose,as to the Securities or similar obligations, any material restrictions not now in
<<C:lworklcontractlDUBLIN—8/17/87—page 8» 8
force, or increase materially those now in force,with respect to the extension of credit
by,or the charge to the net capital requirements of,underwriters; (c) a general banking
moratorium shall have been established by Federal, New York,Texas or California
authorities; (d) a war involving the United States of America shall have been declared.
(vi) Any litigation shall be instituted,pending or threatened to restrain or enjoin the
issuance or sale of the Securities or in any way contesting or affecting any authority for
or the validity of the Securities, or the existence or powers of the City in the State of
California.
«CAworkkcontractlDUBLIN—8/17/87--page 9» 9
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10. Entire Agreement.
This Agreement constitutes the entire agreement between the parties hereto,and supersedes
all prior agreements and understanding, both written and oral, between the parties with respect
to the subject matter hereof and is made solely for,and shall bind and inure to,the benefit of
the signatories and their respective successors and assigns,and no other person shall have or
acquire any rights hereunder or by virtue hereof.
APPROVED AS TO FORM: CITY OF DUBLIN, a municipal
corporation of the State of
California
By: By:
City Attorney Title:
"CITY"
RAUSCHER PIERCE REFSNES, INC., a
corporation
•
B �//
Virginia L Hod
Vice President
Address: One California Street
Suite 2630
San Francisco,CA 94111
"INVESTMENT BANKER"
«C:IworklcontracADUBLIN—8/17/87—page 10» 10
• 0
• JHHW:CFA:dtd August 10,1987 F7613
AGREEMENT
BY AND BETWEEN
THE CITY OF DUBLIN AND
JONES HALL HILL & WHITE, A PROFESSIONAL LAW CORPORATION,
FOR SPECIAL LEGAL COUNSEL SERVICES IN CONNECTION WITH
CERTIFICATES OF PARTICIPATION
THIS AGREEMENT is entered into the 24th day of August, 1987, by and between the CITY OF
DUBLIN, a municipal corporation organized and existing under the laws of the State of California (the
"City") and JONES HALL HILL & WHITE, A PROFESSIONAL LAW CORPORATION, San Francisco,
California ("Attorneys").
WITNESSETH:
WHEREAS, the City has previously financed various public improvements including its Civic
Center Complex from the proceeds of the $11,968,000 Certificates of Participation dated as of
December 1, 1985 (the "1985 Certificates"), and the City wishes at this time to undertake proceedings
to refinance the 1985 Certificates and in connection with such refinancing proceedings the City
requires the advice and assistance of special legal counsel; and
WHEREAS, the City has determined that Attorneys are qualified by training and experience to
perform the services of special legal counsel, and Attorneys are willing to provide such services; and
WHEREAS, the public interest, economy and general welfare will be served by this Agreement;
NOW, THEREFORE, THE PARTIES HERETO MUTUALLY AGREE AS FOLLOWS:
1. Duties of Attorneys. Attorneys shall do, carry out and perform all of the following services
as are necessary for the successful issuance of Certificates of Participation (the "Refunding
Certificates") to refinance the 1985 Certificates:
A. Consultation and cooperation with the City attorneys, financing consultants and
other consultants, underwriters, staff and employees of the City and assisting such consultants,
underwriters, staff and employees in the formulation of a coordinated refinancing of the 1985
Certificates.
B. Preparation of all legal proceedings for the authorization and delivery of the
Refunding Certificates, including preparation of the Lease Agreement, Trust Agreement and
Escrow Deposit and Trust Agreement relating to the refunding of the 1985 Certificates, and the
form of the Refunding Certificates; the terms and conditions upon which the same are to be
providing for the setting up of special funds for the of proceeds of the sale of the Refunding
Certificates, and providing all other details in connection therewith, including clauses for the
protection of the interests of the Refunding Certificate owners; preparation of the resolution
approving said Agreements and other documents and selling all or any part of the authorized
Refunding Certificate issue; preparation of all documents required for delivery of the Refunding
-, • �e ka
Certificates, and supervising such delivery; preparation of all other proceedings incidental or in
connection with the sale and delivery of Refunding Certificates.
C. Application for any Internal Revenue Service or other rulings necessary to assure
tax-exempt status of the interest represented by the Refunding Certificates, or as required by
the purchaser of the Refunding Certificates.
D. Determination of the need for obtaining a permit to issue the Refunding Certificates
under the Securities Laws (state or federal) or no-action letters from the Securities Exchange
Commission and California Corporations Commission.
E. Upon completion of proceedings to the satisfaction of Attorneys, providing a legal
opinion unqualifiedly approving in all regards the legality of all proceedings for the authorization
and delivery of the Refunding Certificates, the Lease Agreement and the Trust Agreement and
all other transactions relating thereto, and stating that the interest represented by the Refunding
Certificates is exempt from federal and state personal income -taxation (subject to certain
necessary qualifications under federal tax law), which opinion shall inure to the benefit of the
purchasers of the Refunding Certificates.
F. Attending all meetings deemed necessary by Attorneys in the performance of the
services hereunder, or requested by City staff.
G. Such other and further services as are normally performed by special legal counsel
in connection with similar tax-exempt financings.
H. Attorneys will not be responsible for the preparation or content of the official
statement prepared by the financial advisor or Refunding Certificate purchaser, other than to
examine said official statement as concerns description of Refunding Certificates and matters
within Attorneys' knowledge. -
I. Attorneys will not be responsible for monitoring or assuring compliance with the
rebate requirements applicable under federal tax law to the Refunding Certificates, other than to
render advice as to the legal interpretation of such requirements as set forth in the Trust
Agreement relating to the Refunding Certificates. Without limiting the generality of the
foregoing, Attorneys shall not be responsible to preparing any calculations or documentation to
establish compliance with such rebate requirements or otherwise for computing the amounts
required to be rebated, without separate agreement between the City and Attorneys.
2. Compensation. For the services of Attorneys listed in Section 1 the City will pay Attorneys
a fee equal to the sum of (a) one-half of one percent (1/2 of 1%) of the principal amount of Refunding
Certificates up to $5 million, plus (b) one-quarter of one percent (1/4 of 1%) of the principal amount of
Refunding Certificates in excess of $5 million. Payment of said fees and expenses to Attorneys shall
be due upon the issuance of Refunding Certificates and the delivery of the proceeds thereof to the
City. Said fees and expenses shall be payable solely from thg proceeds cif the Refunding Certificates
and from no other funds of the City, and shall be entirely contingent upon the successful sale and
delivery of the Refunding Certificates.
3. Responsibilities of the City. The City shall cooperate with Attorneys and shall furnish
Attorneys with certified copies of all proceedings taken by the City, or other deemed necessary by
Attorneys to render an opinion upon the validity of such proceedings. All costs and expenses incurred
incidental to the actual issuance and delivery of Refunding Certificates, including the cost and expense
of preparing certified copies of proceedings required by Attorneys in connection with the issuance of
the Refunding Certificates, the cost of preparing the Refunding Certificates for execution and delivery,
-all..printing costs and publication costs, and any other expenses incurred in connection with the
issuance of Refunding Certificates, shall be paid from Certificate proceeds.
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4. Termination of Agreement. This Agreement may be terminated by the City at any time by
giving written notice to Attorneys with or without cause. In the event of termination, all finished and
unfinished documents, exhibits, project data, reports, and evidence shall, at the option of City,
becomes its property and shall be delivered to it by Attorneys.
IN WITNESS WHEREOF, the City and Attorneys have executed this Agreement as
of the date first above written.
CITY OF DUBLIN
By
Title:
JONES HALL HILL & WHITE,
A PROFESSIONAL LAW CORPORATION
I ( . • ! 5
Charles F. Adams
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'.
RAUSCHER PIERCE REFSNES,INC.
CITY OF DUBUN
1987 REFUNDING CERTIFICATES OF PARTICIPATION
CIVIC CENTER COMPLEX
Estimated Costs of Issuance
Underwriter's Discount 1.5%(1)
r
Bond Counsel $50,000
Printing:
Bonds 5,000
Official Statements 13,000
Blue Sky&Legal Investment Survey 5,000
Trustee/Escrow Agent Fees 12,500
Trustee's Counsel 2,500
Credit Ratings 15,000
Refunding Verification Report 6,000
Computer Charge 7,500
Travel 2.500
Total: $119.00Q
(1) 1.5% of Certificate Proceeds; subject to change dependent on market conditions at the time
of sale.
I •
I.
CITY OF DUBLIN
1987 REFUNDING CERTIFICATES OF PARTICIPATION
CIVIC CENTER COMPLEX
Proposed Table of Events
1.
Eli, ..q Responsible Party(s)
Council Meeting to appoint Underwriter and Bond Counsel City Council (RPR-
JHH&W to attend)
9:00 a.m., Initial meeting in Dublin to discuss preliminary All Parties
financing structure,Timetable
Distribution of draft legal documents JHH&W
9:00 a.m.,document review meeting in Dublin All Parties
Phone conference to discuss legal documents All Parties
Distribution of revised documents and P.O.S.to all parties and JHH&W
rating agencies Underwriter's Counsel
Presentations to rating agencies in New York (Itinerary to follow) City-JHH&W-RPR
9:00 a.m., Due diligence/final documents meeting in Dublin All Parties
Fa Agenda deadline for resolutions and documents for approval by City-JHH&W
iir Council on Nov. 9
P.O.S.to printer Underwriter's Council
Mail P.O.S.and initiate marketing RPR
Approve basic legal documents,preliminary official statement and City Council
form of Certificate Purchase Agreement
Receive rating(s),order printing of certificates RPR,JHH&W
iiAward bid for civic center construction City
IPricing of certificates RPR
Presentation of formal, negotiated purchase contract RPR
Preparation and review of all documents required to close All Parties
transaction
I2:00 p.m., Pre-Closing at Jones Hall Hill&White All Parties
8:00 a.m.,Closing at Jones Hall Hill&White All Parties
I
I
CITY OF DUBLIN
1987 REFUNDING CERTIFICATES OF PARTICIPATION
CIVIC CENTER COMPLEX
Distribution List
September 14, 1987
City of Dublin
P.O. Box 2340
6500 Dublin Boulevard,Suite 101
Dublin,CA 94568
Richard C.Ambrose,City Manager (415) 829-4600
Phillip S. Molina, Finance Director (415) 829-6226
4"p Paul Rankin,Assistant City Manager (415) 829-4600
1
City Attorney
Meyers, Nave, Ribach&West
fin
1220 Howard Avenue, Suite 250
Burlingame,CA 94010
Mike Nave, Esq. (415)348-7130
Elizabeth H.Silver, Esq. (Asst.City Attorney) (415) 577-3333
fi
• Bond Counsel
Prn Jones Hall Hill&White
Four Embarcadero Center, Suite 1950
San Francisco, CA 94111
Charles F.Adams, Esq. (415) 391-5780
Underwriter
Rauscher Pierce Refsnes, Inc.
One California Street
Suite 2630
San Francisco,CA 94111
Virginia L. Horler,Vice President (415) 989-2300
Grant M. Hamill,Assistant Vice President (415) 989-2300
1
Underwriter's Counsel
Brown&Wood
555 California Street,Suite 5060
San Francisco,CA 94111
David G.Casnocha, Esq. (415)398-3909
Christina Crosby, Esq. (415)398-3909
Issuer/Lessor
Dublin Information Inc.
P.O. Box 2340
6500 Dublin Boulevard
Dublin, CA 94568
Verification Firm
Ernest&Whinney
1800 Home Federal Tower
Tucson,AZ 85701
Mike O'Drobinak (602) 622-5801
Trustee/Escrow Agent
(to come)
Printers
Certificate Printing
(to come)
Official Statement Printing
(to come)
1
1
Rating Agencies
Standard &Poor's Corporation
25 Broadway
New York, NY 10004
(212) 208-8000
Moody's Investors Service, Inc.
99 Church Street
New York, NY 10007
(212) 553-0300
1
1
1
1
i
1110 ' tir
I • ITFIL I Z toi 1,1 ■•■••
RAUSCHER PIERCE REFSNES,INC. l�
September 3, 1987
Mr. Phillip Molina
Finance Director
City of Dublin
P.O. Box 2340
Dublin, CA 94568
RE: Agreement for Investment Banking Services
Dear Phillip:
I wish to clarify that any expenses for out-of-state travel incurred in conjunction with our
agreement to provide investment banking services will be paid by the City of Dublin with respect to
expenses incurred by City employees or officials and be paid by Rauscher Pierce Refsnes, Inc. with
respect to expenses incurred by employees of RPR.
This letter supercedes the reference in paragraph 7 of our agreement to provide investment
banking services regarding reimbursement by the City of Dublin to RPR for out-of-state travel for
employees of RPR.
Sincerely,
RAUSCHER PIERCE REFSNES, INC.
Virginia L. Horier
Vice President
VLH/mah
One California Street,Suite 2630 • San Francisco,California 94111 • (415)989-2300