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Res No 052-23-15986RESOLUTION NO. 052-23-15986 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, APPROVING AN AGREEMENT WITH PFM FINANCIAL ADVISORS, LLC FOR FINANCIAL ADVISORY SERVICES USING THE CITY OF DELTONA CONTRACT COMPETITIVELY AW ARD ED PURSUANT TO REQUEST FOR PROPOSALS NO. 22036; PROVIDING FOR AUTHORIZATION, IMPLEMENTATION, CORRECTIONS, SEVERABILITY, AND AN EFFECTIVE DA TE. WHEREAS, the C ity of South Miami (the "City") is in n eed of financial advisory services ("Services"); a nd WHEREAS, on Ju ly 8, 2022 , th e C i ty of Deltona, Florid a, competitively awarded PFM Financial Advisors LLC (the "Consultant") an agreement for th e Services pursuant to Request for Proposals No. 22036 (the "City of D e ltona Contract"); a nd WHEREAS, the City of D e lto na Con tract was procured seeking three compensation o ptions, including based on hourly rates for ser v ices compensated on a time and expense basis, and compens ation for specific debt transactio ns; and WHEREAS, pursuant to Article Ill, Section 5 of the City C harter, the C ity may make purchases through other governmenta l agencies that have followed s imil ar bidding procedures; and WHEREAS, in accordance w ith Article III, Section 5 of the C ity C harte r , the City Manager recommends approving an agreement w ith the Cons ultant for the Services, on an as needed basis, based on (i) compensation on a time and material basis w ith hourly rates fo r general financial serv ic es and (ii) compensation for spec i fie d ebt transactions, all in accordance with the cost proposal attached to t h e City of Deltona Con tract; and WHEREAS, the C ity Commission d esires to approve a n agreement with the Consultant fo r the Services, in s ubstantiall y the form attached hereto as Exhibi t "A," consistent with the C ity of Deltona Co ntract (the "Agreem e nt"), including the cost proposal attach e d thereto and as Exhibit "B " to this Resolution; and WHEREAS, the C ity Comm ission find s t hat this Resolution is in the best interest and welfare of th e C ity. NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, AS FOLLOWS: Page 1 of 2 Res. No. 052-23 -1 5986 Section 1. Recitals Adopted. The foregoing recita ls a rc hereby ratified and co nfirmed as be ing true and correct and arc hereb y made a specifi c part of this reso lution upon a d o ption he reof. Section 2. Approval. That t he C ity C ommission h e re b y approves th e Agreement w ith Cons ultan t for th e Services, in s ubs ta n tia lly t he form attach ed h ereto as Exhibit "A ," on an as nee ded bas is, usin g the C ity of D e ltona Contract, and including the cost proposal attached h e reto as Ex hibi t "B ." Section 3. Authorization. That th e C ity Commiss ion here b y autho ri zes the C ity Manager to execute the Agreement, in s ubstantia ll y th e fo rm attac hed h ereto as Ex hibi t "A ," w ith the Con sulta nt on behalf of t he Town , s ubject to t he approval as to fom1 a nd legal s uffi c ie ncy b y the C ity Manager a nd City Attorney. Section 4. Implementation . The C ity Manager is here b y authorized to take a ny and a ll necessary acti o n to impl ement th e purposes of t hi s Resolution. Section 5 . Corrections. Conforming language o r techni cal scri ven e r-type correctio ns may be made by th e City A ttorney for a n y conforming a m e ndm e nts to be incorporated into th e fin a l resolut ion for s ignature. Section 6. Severabilitv. If any section, c la u se, sen ten ce, or phrase of t hi s R eso luti on is for a n y reason h e ld in valid or uncons tit ut ional by a court of comp etent juri sdict io n, the h o ldin g s ha ll not affect th e validity o f th e re maining p o rt ions of thi s Resolution. Section 7. adopt ion . Effective Date. This Reso lu tion s hall become effecti ve imme diate ly up o n PASSED AND ADOPTED thi s 16th da y of M ay, 2023. ATTEST: READ AND A PPROVED AS TO FORM, LANGUAGE, LEGALITY AND EXECUTION THEREOF & BrERMAN, P .L. CITY ATTORNEY A PPROVED: COMMISS ION V OTE: M ayor Fernandez : Vi c e Mayor Bonich: Co mmi ss ioner Calle : 5-0 Yea Yea Yea Co mmi ss ioner Li ebman: Yea Co mmi ss io n e r Core y: Yea Page 2 of 2 Agenda Item No:1. City Commission Agenda Item Report Meeting Date: May 16, 2023 Submitted by: Steven Kulick Submitting Department: Finance Department Item Type: Resolution Agenda Section: Subject: A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, APPROVING AN AGREEMENT WITH PFM FINANCIAL ADVISORS, LLC FOR FINANCIAL ADVISORY SERVICES USING THE CITY OF DELTONA CONTRACT COMPETITIVELY AWARDED PURSUANT TO REQUEST FOR PROPOSALS NO. 22036; PROVIDING FOR AUTHORIZATION, IMPLEMENTATION, CORRECTIONS, SEVERABILITY, AND AN EFFECTIVE DATE. 3/5 (CITY MANAGER) Suggested Action: Attachments: CM_Memo_FA_Ser__5-2-23 (1).docx 46H9384-Reso Financial Advisory Services with PFM CAv3.DOCX 46H9381-Cover PiggyBack Agreement Financial Advisory Services with PFM CAv3.DOCX Piggyback Contract PFM Financial Advisors 5.3.23.pdf Exhibit A - Cost Proposal for Contract from PFM Response 2022.pdf SUN BIZ PFM Financial Advisors.pdf Resume smasvidal.pdf 1 CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER-OFFICE MEMORANDUM TO:The Honorable Mayor, Vice Mayor, and Members of the City Commission FROM: Genaro “Chip” Iglesias, City Manager DATE: May 16, 2023 SUBJECT: Financial Advisory Services RECOMMENDATION:Staff recommends the subject item for approval. BACKGROUND:Finance wishes to acquire the Financial Advisory Services of PFM Financial Advisors LLC. and piggyback using the City of Deltona contract to acquire such services. PFM Financial Advisors LLC, are registered municipal advisors with the Securities and Exchange Commission (SEC) and the Municipal Securities Rulemaking Board (MSRB) under the Dodd-Frank Act of 2010. Acquiring PFM Financial Advisors LLC, would allow for the City’s primary to be Sergio Masvidal, which is the managing director in the Miami office. He has years of experience leading and providing technical financial advisory services to clients throughout Florida and the Southeast, with a primary focus in South Florida. Sergio’s clients include a variety of Counties, Cities, School Districts, Special Taxing Districts, Utilities and Transportation Authorities. In his role as the City’s primary, Sergio would provide financial advisory services to South Miami, as needed, using his expertise in project financing, having helped develop long-term financing plans that create innovative and cost-effective structures. His years of experience would provide the City with a comprehensive evaluation of available security pledges and strategic issues. Sergio has many years of experience assisting clients to develop financing strategies for long-term capital improvement programs, specifically in Miami-Dade County. In his role as advisor to municipalities with special taxes, transit funding, and general government financings, he has advised both competitive and negotiated public offerings, direct bank placements, as well as Transportation Infrastructure Finance and Innovation Act (TIFIA) and Water Infrastructure Finance and Innovation Act (WIFIA) funding. 2 SoutOOi · THE C ITY OF PLEASA am1 NT LIVING CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER-OFFICE MEMORANDUM The City of Deltona, through a competitive process,solicited proposals for financial advisory services and awarded a contract to PFM Financial Advisors LLC. PFM Financial Advisors LLC provides technical financial advisory services to clients throughout Florida and the Southeast, with a primary focus in South Floridaincluding a variety of Counties, cities, School Districts, Special Taxing Districts, Utilities and Transportation Authorities and assisting those clients with the development of financial strategies for long-term capital improvements programs. The same terms and conditions within the PFM Financial Advisors LLC. contract will apply including compensation alternatives such as; Compensation on a fixed annual cost, paid monthly, as an $800 per month retainer; or Compensation on a time and expense basis with a list of proposed hourly rates: o Managing Director/Director/Senior Consultant $250 o Senior Analyst/Analyst $195 o Administrative $0 Compensation on a cents-per bond or per $1,000 of notional amount basis paid on a contingent basis. Debt transactions, including bonds, notes, loans, capital leases and other debt obligations are based on the following “Price per $1,000 Per Bond Issue for Bond Relate Work: o Up to $25 Million $0.95 per $1,000 o Between $25 and $50 Million $0.80 per $1,000 o Over $50 Million $18,500 Reimbursements for “Out-of-Pocket” expenses will also apply. The City of Deltona contract is for a period of three years, through July 22, 2025, with the option to renew for two additional one-year periods upon mutual agreement of both parties. Lastly, currently the City has a Financial Advisory Services Agreement with Hilltop Securities which expires in August 2024 for the same services currently proposed by PFM Financial Advisors LLC. Entering into Financial Advisory Services Agreement with PFM Financial Advisors LLC allows the City to have an additional option for Financial Advisory Services. The City will not incur any expense due to this addition, unless work is requested of the firm. 3 THE CITY OF PLEASANT LIVING CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER-OFFICE MEMORANDUM ATTACHMENTS:Resolution Piggyback Agreement between South Miami and PFM Sun Biz Registration Resume, Sergio Masvidal 4 THE CITY OF PLEASANT LIVING Page 3 of 3 1 7 AGREEMENT BETWEEN THE CITY OF SOUTH MIAMI AND PFM FINANCIAL ADVISORS LLC FINANCIAL ADVISORY SERVICES THIS AGREEM~NT (this "Agreement") is made effective as of the I 16 k 1y of May _ , 2023 (the "Effective Date"), by and between the CITY OF SOUTH MIAMI, FLORIDA, a Florida municipal corporation (the "City "), and PFM FINANCIAL ADVISORS LLC, a Delaware limited lia bility company, authorized and registered to do business in the State of Florida (the "Consultant"). Collectively, the City and the Consultant are referred to as the "Parties." WHEREAS, the City seeks to solicit financial advis01y services, on an as needed basis ("Services"); and WHEREAS, the City of Deltona Beach, Florida issued Request for Proposals No. 22036 ("RFP") for Financial Advisory Services, and competitively awarded the Consultant an agreement pursuant to the RFP (the "City of Deltona Contract"); and WHEREAS, the Parties wish to incorporate the terms and conditions of the City of Deltona Contract attached hereto as Exhibit "A" in this Agreement, except as otherwise modified or amended herein; and WHEREAS, pursuant to Article III, Section 5 of the City Charter, the City may make purchases through other governmental agencies that have followed similar bidding procedures; and WHEREAS, in accordance with Article III, Section 5 of the City Charter, the City wishes to enter into an agreement with the Consultant for the Services, on an as needed ba sis, based on (i) compensation on a time and material basis with hourly rates for financial services; and (ii) compensation for loans, financing and bond work; all as provided in the Consultant's Cost Proposal (#2 and 3) attached to the City of Deltona Contract and attached hereto as Ex hibit "B"; and NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, the City and the Consultant agree as follows: 1. Incorporation of Contract. The terms and conditions of the City of Deltona attached hereto as Exhibit "A" are incorporated as though fully set forth herein. Except as othe1wise specifically set forth or modified herein, all terms in the City of Deltona Contract are hereby ratified and affirmed and shall remain unmodified and in foll force and effect in accordance with its terms. 2. Conflicts; Order of Priority. This document without exhibits is referred to as the "Agreement." In the event of a conflict between the terms of this Agreement and any exhibits or attachments hereto, or any documents incorporated herein by reference, the conflict shall be Page 1 of 5 resolved in the following order of priorities and the more stringent criteria for performance of the Services shall apply: A. First Priority: This Agreement; B. Second Priority: E-Verify Affidavit; C. Third Priority: City of Deltona Contract. 3. Fourth Priority: Consultant's Proposal per RFP No. 22036. 4. Defined Te1·ms. All initial capitalized terms used in this Agreement shall have the same meaning as set forth in the City of Deltona Contract unless otherwise provided in this Agreement. All references to the City of Deltona shall be replaced with the City of South Miami where applicable. 5. Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original and such counterparts shall constitute one and the same instrument. 6. Compensation. Compensation to the Consultant for implementation of the Services, on an as needed basis, shall be (i) on a time and material basis, with hourly rates as provided in the Consultant's Cost Proposal (#2) attached to the City of Deltona Contract and attached hereto as Exhibit "B"; and (ii) compensation for specific debt transactions, as provided in the Consultant's Cost Proposal (#3) attached to the City of Deltona Contract and attached hereto as Exhibit "B". 7. Scope of Services. The Scope of Services for financial services are generally described in the RFP ("General Description") as follows: • Provide as-needed financial advice regarding market conditions and trends, financial products, credit and credit analysis, third party alternative financing and special facility fmancing. • Prepare analysis and evaluations of potential refundings and new money issues. • Review and evaluate financing options, derivative and other innovative products, financial feasibility studies, legal documents, and pricing of any financing and any escrow. • Participate in rating agency presentations and preparation of official statements. • Provide other fmancial services as requested 8. Amending Section 5.13 of the City of Deltona Contract. Section 5.13, Public Records, of the City of Deltona Contract is hereby amended in its entirety and replaced as follows: Page 2 of 5 Ownership and Access to Recol'ds and Audits. A. Consultant acknowledges that all inventions, innovations, improvements, developments, methods, designs, analyses, drawings, reports, compiled information, and all similar or related information (whether patentable or not) which relate to Services to the City which are conceived, developed or made by Consultant during the term of this Agreement ("Work Product") belong to the City. Consultant shall promptly disclose such Work Product to the City and perform all actions reasonably requested by the City (whether during or after the term of this Agreement) to establish and confirm such ownership (including, without limitation, assignments, powers of attorney and other instruments). B. Consultant agrees to keep and maintain public records in Consultant's possession or control in connection with Consultant's perfo1mance under this Agreement. The City Manager or her designee shall, during the term of this Agreement and for a period of three (3) years from the date of termination of this Agreement, have access to and the right to examine and audit any records of the Consultant involving transactions related to this Agreement. Consultant additionally agrees to comply specifically with the provisions of Section 119.0701, Florida Statutes. Consultant shall ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized by law, for the duration of the Agreement, and following completion of the Agreement until the records are transferred to the City. C. Upon request from the City's custodian of public records, Consultant shall provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided by Chapter 119, Florida Statutes, or as otherwise provided by law. D. Unless otherwise provided by law, any and all records, including but not limited to reports, surveys, and other data and documents provided or created in connection with this Agreement are and shall remain the property of the City. E. Upon completion of this Agreement or in the event of termination by either party, any and all public records relating to the Agreement in the possession of the Consultant shall be delivered by the Consultant to the City Manager, at no cost to the City , within seven (7) days. All such records stored electronically by Consultant shall be delivered to the City in a format that is compatible with the City's information technology systems. Once the public records have been delivered upon completion or termination of this Agreement, the Consultant shall destroy any and all duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. Page3 of 5 F. Any compensation due to Consultant shall be withheld until all records are received as provided herein. G. Consultant's failure or refusal to comply with the provisions of this section shall result in the immediate termination of this Agreement by the City. H. Notice Pursuant to Section 119.0701(2){a), Florida Statutes. IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: Nkenga "Nikld" Payne, CMC, FCRM, City Clerk, 6130 Sunset Drive, First Floor, South Miami, FL 33143, 305-663-6340, npayne@southmiamifl.gov. 9. Amending Section 6.1 of the City of Deltona Contract. Section 6.1 of the City of Deltona Contract is hereby deleted in its entirety and replaced as follows: 6 .1. This Agreement is made under, and in all respects, shall be interpreted, construed, enforced, and governed by and in accordance with the laws of the State of Florida. Venue for any legal action resulting from this Agreement shall lie so lely in Miami-Dade County, Florida. 10. Notices/Authorized Representatives. Any notices required by this Agreement shall be in writing and shall be deemed to have been properly given if transmitted by hand-delivery, by registered or certified mail with postage prepaid reh1rn receipt requested, or by a private postal service, addressed to the parties (or their successors) at the addresses listed on the signahire page of this Agreement or such other address as the party may have designated by proper notice. 11. E-Verify Affidavit. In accordance with Section 448.095, Florida Statutes, the City requires all contractors doing business with the City to register with and use the E-Verify system to verify the work authorization status of all newly hired employees. The City will not enter into a contract unless each party to the contract registers with and uses the E-Verify system. The contracting entity must provide of its proof of enrollment in E-Verify. For instrnctions on how to provide proof of the contracting entity's participation/enrollment in E-Verify, please visit: https://www.e-verify.gov/fag/how-do-i-provide-proof-of-my-participationenrollment-in-e- verify. By entering into this Agreement, the Consultant acknowledges that it has read Section 448.095, Florida Starutes; will comply with the E-Verify requirements imposed by Section 448.095, Florida Starutes, including but not limited to obtaining E-Verify affidavits from subcontractors; and has executed the required affidavit attached hereto and incorporated herein. [Remainder of page intentionally left blank. Signature pages follow.] Page 4 of 5 EXHIBIT "A" AGREEMENT BETWEEN THE CITY OF DELTONA AND PFM FINANCIAL ADVISORS, LLC (Attach a copy of the Agreement between the City of Deltona and PFM Financial Advisors, LLC) AGREEMENT BETWERN THE CITY OF DELTONA AND PFM FINANCIAL ADVISORS LLC THIS AGREEMENT is made and entered int o this f_'t.. clay of u\ , 2022 by and between the C ITY OF DELTONA, a municipality of the State of r!orida , wh se address is 2345 Providence Boul eva rd , Deltona, rtorida 32725, here in a ft er called the "City" and PfM financial Advisors LLC whose address is 200 South Orange/\ venue , Orlando, rL 3280 I, duly authorized lo con duct business in the Stale of' rt orida , who se principal addre ss is 1735 Market Street , 42ml fl oo r, Philadelphia , PA 19103 , her c in aller ca lled th e "Consultant". WITNESS ETH: WHEREAS, Rf P #22036 did seek firm s or indi vidual s qualified lo prov id e professional Financial Advisory Services; and · WHEREAS, th e lirm desires to perform s uch services s ubj ect lo the term s of thi s Agreement; and NOW, THEREFORE, IN CONSIDERATION of the mutual term s, und e rstandings, conditions, premises, cove nants and payment hereinafter set forth, and intending lo be leg a ll y bound, the parti es her eby agree as follows: Article 1. Recitals 1.1 The fo re goi ng recitals are lrne and correct and incorporated herein by reference. Article 2. Scope of Professional Services 2.1 On the terms and cond ition s set forth in thi s Agree ment , C ity hereb y engages Cons ultan t to provide professional financial Advisory Services attached he reto and incorporated herei n by re(crcnee , and Consultant's Proposal dated May 20 , 2022. 2.2 The se rvices, as described in RFP #22036, to be rendered by th e Consu ltant , s hall be for a period of three years with the option to r enew for two ad diti o na l one-year periods upon mutu a l agreement of both parties. 2.3 The se rvices to be rendered by the Consu ltant s ha ll include all lab or, materials and in c id e ntal s nece ssary to perform all work indi cated and s peci li ed in the RFP docum ent s. 2.4 Co ns ultant acknowledges that nothin g herein s hall be deemed to preclude th e Ci ty from retainin g th e serv ice s of other perso ns o r entities und er taking th e sa me or s imil a r se rvi ces as th ose undertaken by th e Co ns ultant o r from ind epe nden tly developing or acquiring materials or programs th at arc similar to or co mpetiti ve with , the serv ices provided under thi s Agreement. Page I of 11 RF P /1 22036 PFM r-i nancia l J\d,·isors LLC' 2.5 Consultant shall be responsible for obtaining all required federal, state or local permits required to complete the scope of work under this agreement. 2.6 Upon the request of City, an affiliate of Consultant or· a third party referred or otherwise introduced by Consultant may agree to additional services to be provided by such affiliate or third party, by a separate writing, including separate scope and compensation, between City and such affiliate or third party. Article 3. Compensation 3.1 Compensation is on a fixed annual cost, payable monthly at a rate of $800/month retainer ($9600 annually). Any additional work shall be billed at the hourly rates listed in Exhibit A of this agreement. Compensation for any bonds, notes, loans, capital leases shall be paid in accordance with Exhibit A. 3.2 Payment for any and all invoices that may arise as a result of a purchase order issued pursuant to this specification shall minimally meet the following conditions to be considered as a valid payment request: 3.2. I A timely submission of properly certified invoices, in strict accordance with the prices and delivery elements as stipulated in the purchase order document, submitted to the Finance Department at the address stipulated on the Purchase Order. 3.2.2 All invoices submitted shall consist of an original and one (1) copy; clearly reference the purchase order number; provide a sufficient salient description to identify goods or service for which payment is requested; contain date of delivery; original or legible copy of signed delivery receipt including both manual signature and printed name of a designated City employee or authorized Agent; and be clearly marked as "partial", "complete" or "final" invoice. The City will accept partial deliveries. 3.2.3 The invoice shall contain the Proposer's Federal Employer Identification Number. 3.2.4 The City's terms are "Net 30 Days" after acceptance of goods or services and receipt of an acceptable invoice as described herein. Any discounts must be offered on the RFP Response Fonn. 3.3 The Consultant shall not be entitled to payment for any other expenses, fees, or other costs it may incur at any time and in any connection with its perfonnance hereunder other than those fees as stated in the Work Authorization. The Consultant hereby agrees that the total cost, as stated in the Work Authorization, is inclusive of all overhead and administrative expenses. 3.4 In the event a specific project is to be funded by state or federal monies, the Consultant hereby agrees to comply with all requirements of the state or federal government applicable to the Page2of ll RFP#22036 PFM Financial Advisors LLC use of the monies, including receiving no payment until all required forms are completed, submitted, and approved by the City. Article 4. City Responsibilities 4.1 City shall promptly review the deliverables and other materials submitted by Consultant and provide direction to ~onsultant as needed. City shall designate one City staff member to act as City's Project Administrator and/or Spokesperson. 4.2 The City will provide to the Consultant all necessary and available data developed and/or within the possession of the City, and any other data the City possesses that would be useful to the Consultant in the completion of the required services. Article S. Special Terms and Conditions 5.1 Qualifications. Firms or individuals shall be registered with the State of Florida and have obtained at least the minimum thresholds of education and professional experience required by Florida Statutes to perfonn the services contained herein. 5.2 Tennination. This Agreement may be terminated by the City upon thirty (30) days advance written notice to the Consultant; but if any work is in progress but not completed as of the date of termination, then this Agreement may be extended upon written approval of the City until said work is completed by the Consultant and accepted by the City. A. Upon notification to the Consultant of termination by the City, Consultant will immediately discontinue all services affected unless the notice directs otherwise. B. Termination for Convenience. In the event this Agreement is terminated or cancelled upon the request and for the convenience of City, City shall reimburse Consultant for actual work satisfactorily completed. C. Tennination for Cause. If the termination of this Agreement is due to the failure of the Consultant to fulfill his contractual obligations, City shall reimburse Consultant for actual work satisfactorily completed, and City may take over the work and prosecute the same to completion by Agreement or otherwise. D. In the event of tennination of this Agreement, all work, reports, and other work product produced by Consultant in connection with the Agreement shall be returned to the City and become and remain the property of the City. 5.3 AssignmenL This Agreement may not be assigned or transferred in any manner by Consultant without written authorization by the City. 5.4 Insurance and Bond. Consultant shall provide and maintain, during the entire tenn of this Agreement, without cost to the City, insurance in the following types and limits with a company Pagel ofll RFP#22036 PFM Financial Advisors LLC or companies authorized to do business in the State of Florida. Consultant shall not commence work under the Agreement until City has received an acceptable certificate or certificates of insurance and endorsement evidencing the required insurance, with the following minimum limits and coverage limits fully available during the entire contract period: (A) Professional liability (medical malpractice, engineers, architect, environmental, errors and omissions, etc.) insurance as applicable, with minimum limits of$1,000,000 per claim/aggregate. Professional liability insurance shall be maintained for at least one year from the termination of the Agreement. (B) General Liability insurance on forms no more restrictive than the latest edition of the Commercial General Liability policy (CG 00 0 I or CG 00 02) of the Insurance Services Office or equivalent without restrictive endorsements, with the minimum limits and coverage of $1,000,000 per occurrence; combined single limit for Bodily Injury Liability and Property Damage Liability. This shall include Premises and/or Operations, Independent Contractors, and Products and/or Completed Operations, and a Contractual Liability Endorsement. (C) Contractor/Consultant shall maintain automobile liability insurance with a limit of not less than $1,000,000 combined single limit each accident; $500,000 bodily injury per person; $500,000 bodily injury per accident; $300,000 property damage. Such insurance shall cover liability arising out of any auto, including ev1Red, hired and non-owned autos. The policy shall be endorsed to provide contractual liability coverage. (D) Workers' compensation insurance in accordance with Florida Statute, Chapter 440, and/or any other applicable law requiring workers' compensation (Federal, maritime, etc). (E) Additional Requirements. (I) City of Deltona shall be named and endorsed as an additional insured on the General liability policy. (2) The General Liability policy is to contain or be endorsed to name the City, its officers, officials and employees as additional insureds as respects to the liability arising out of the activities performed under this Agreement. Such coverage shall be primary to the extent of Consultants negligent acts or omissions or willful misconduct, and shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. In addition, a waiver of subrogation by the commercial liability insurer shall be provided that lists or names the additional insured as subject to the waiver. Coverage shall be on an "occurrence" basis and not "claims made". (3) Ceflifieates ef insufanee Contractor/Consultant shall provide for a minimum of thirty (30) days prior written notice to the City of any material change or cancellation of Page4ofll RFP#22036 PFM Financial Advisors LLC the required insurance, with ten (10) day written notice of cancellation due to non-payment of premium. (4) Certificates of insurance shall identify the Bid number, contract, project, etc. in the Description of Operations section of the Certificate. (5) Consultant shall be responsible for subcontractors and their insurance. (6) The Certificate holder section of each policy shall state: City OF DEL TONA, 2345 PROVIDENCE BOULEVARD, DEL TONA, FLORIDA 32725. (7) Consultant shall be solely responsible for all deductibles and self-insurance retention on Liability Insurance policies. All of the policies of insurance so required to be purchased and maintained shall contain a provision or endorsement that the coverage afforded shall not be canceled, materially changed or renewal refused without thirty (30) calendar days written notice, or without ten ( 10) days written notice of cancellation due to non-payment of premium, being given to City by certified mail. S.S Indemnity. Consultant shall indemnify and hold City and its agents, officers, commission, or employees harmless for any damages resulting from failure of Consultant to take out and maintain the above insurance. Additionally, Consultant agrees to indemnify, defend and hold the City, and its officers, commission, employees and agents free and hannless from and against any and all losses, penalties, damages, settlements, costs, charges, professional and attorney fees, court costs, other expenses and liabilities to the extent resulting from the negligent act, error or omission of Consultant, its agents, employees or representative, in the perfonnance of Consultant's duties set forth in this Agreement, including any act alleged to give rise to an action in inverse condemnation. 5.6 Independent Contractor. Consultant agrees that it shall be acting as an independent contractor and shall not be considered or deemed to be an agent, employee, joint venturer, or partner of City. Consultant shall have no authority to contract for or bind City in any manner and shall not represent itself as an agent of City or as otherwise authorized to act for or on behalf of City. 5.7 Ownership of Deliverables. (a) Title to all work product produced by Consultant pursuant to this Agreement shall be and remain the sole and exclusive property of City when produced. Consultant shall deliver all such original work product to City upon completion thereof unless it is necessary for Consultant, in City's sole discretion to retain possession for a longer period of time. (b) The documents, reports, and similar materials provided or created by Consultant are public records and Consultant shall abide by applicable requirements of Florida law. Consultant shall notify the City within 24 hours of receiving the request to release the infonnation concerning the subject project to a member of the media and/or to the public. The City's notification shall to Pages of 11 RFP#22036 PFM Financial Advisors LLC the extent possible provide the name, date, time and type of information requested to be released prior to the Consultant's release or disclosure of information to the media or to the public. 5.8 Return of Materials. Upon the request of the City, but in any event upon termination of this Agreement, Consultant shall surrender to the City all memoranda, notes, records, and other documents or materials pertaining to the services hereunder, that were furnished to the Consultant by the City pursuant to this Agreement. Consultant may keep copies of all work products for its records. 5.9 NO CLAIM FOR DAMAGES OR ANY CLAIM OTHER THAN FOR AN EXTENSION OF TIME SHALL BE MADE OR ASSERTED AGAINST THE CITY BY REASON OF ANY DELAYS. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the work from any cause whatsoever, shall relieve the Consultant of his duty to perform or give rise to any right to damages or additional compensation from the City. The Consultant expressly acknowledges and agrees that the Consultant shall receive no damages for delay. The Consultant's sole remedy, if any, against the City shall be the right to seek an extension to the contract time. 5.10 Retaining Other Consultants. Nothing herein shall be deemed to preclude the City from retaining the services of other persons or entities undertaking the same or similar services as those undertaken by the Consultant or from independently developing or acquiring materials or programs that are similar to or competitive with, the services provided under this Agreement. 5.11 Accuracy. The Consultant is responsible for the professional quality, technical accuracy, timely completion and coordination of all the services furnished hereunder. The Consultant shall, without additional compensation, correct or revise any errors, omissions or other deficiencies in its designs, drawings, reports or other services. 5.12 Codes and Regulations. All work completed under this Agreement shall at all times comply with all applicable federal, state and local statutes, codes, regulations and ordinances. 5.13 Public Entity Crimes. A person or affiliate who has been placed on the convicted vendor list following a conviction of a public entity crime may not be awarded or perform work as a contractor, supplier, subcontractor, or engineer under a contract with any public entity in excess of the threshold amount provided in Florida Statutes, section 287.017 for Category Two for a period of thirty-six (36) months from the date of being placed on the convicted vendor list 5.14 Prohibition against Contingent Fees. Consultant warrants that they have not employed or retained any company or person, other than a bona fide employee working solely for the Consultant to solicit or secure this Agreement and that they have not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for the Consultant, any fee, commission, percentage, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Page6 of 11 RFP#22036 PFM Financial Advisors LLC 5.13 Public Records. The Contractor shall allow public access to all documents, papers, letters, or other material subject to the provisions of Chapter 119, Florida Statutes, and made or received by the Contractor in conjunction with this Agreement Specifically, the Contractor shall: (a) Keep and maintain public records that ordinarily and necessarily would be required by the City in order to perform the service. (b) Upon request of the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in state law or as otherwise provided by law. ( c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the City. (d) Meet all requirements for retaining public records and transfer, at no cost, to the City all public records in possession of the Contractor upon termination of the Agreement and destroy and duplicate public records that are exempt or confidential and exempt from the public records disclosure requirements. All records stored electronically must be provided to the City in a format that is compatible with the information technology system of the City. (e) IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO Tms CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (386) 878-8100, iraftery@deltonaft.gov, 2345 Providence Blvd., Deltona, Florida 32725. Article 6. General Conditions 6.1 This Agreement is made under, and in all respects shall be interpreted, construed, enforced, and governed by and in accordance with, the laws of the State of Florida. Venue for any legal action resulting from this Agreement shall lie solely in Volusia County~ Florida. 6.2 No modification, amendment or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. The City may make changes in the services at any time by giving written notice to Consultant. If such changes increase (additional services) or decrease {eliminate any amount of work) in the scope of work, City and Consultant shall modify this agreement through issuance of Page7ofll RFP#22036 PFM Financial Advisors LLC a change order. All change orders shall be authorized in writing by City prior to commencing or reducing any term of this agreement. 6.3 The captions utilized in this Agreement are for the purposes of identification only and do not control or affect the meaning or construction of any of the provisions hereof. 6.4 This Agreement shall be binding upon and shall inure to the benefit of each of the parties and of their respective successors and permitted assigns. Nothing in this Agreement is intended or shall be deemed to confer any rights or benefits upon any entity or person other than the parties hereto or to make or render any such other entity or person a third-party beneficiary of this Agreement. 6.S This Agreement may not be amended, released, discharged, rescinded or abandoned, except by a written instrument duly executed by each of the parties hereto. 6.6 The failure of any party hereto at any time to enforce any of the provisions of this Agreement will in no way constitute or be construed as a waiver of such provision or of any other provision hereof, nor in any way affect the validity of, or the right thereafter to enforce, each and every provision of this Agreement. 6.7 During the tenn of this Agreement Consultant assures City that it is in compliance with Title VII of the 1964 Civil Rights Act, as amended, and the Florida Civil Rights Act of 1992, in that Consultant does not on the grounds of race, color, national origin, religion, sex, age, disability or marital status, discriminated in any form or manner against Consultant employees or applicants for employment. Consultant understands and agrees that this Agreement is conditioned upon the veracity of this statement of assurance. Article 7. Severability 7 .1 The invalidity or unenforceability of any particular provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed in all respects as if such invalid or unenforceable provisions were omitted. 7.2 Wherever provision is made in this Agreement for the giving, service or delivery of any notice, statement or other instrument, such notice shall be in writing and shall be deemed to have been duly given, served and delivered, if delivered by hand or mailed by United States registered or certified mail or sent by facsimile, addressed as follows: Ifto Consultant: Jeremy Niedfeldt PFM Financial Advisors LLC 200 South Orange Avenue Suite 760 Orlando, FL 32801 Page8of ll RFP#22036 PFM Financial Advisors LLC Ifto City: John A. Peters, III, P.E. Acting City Manager City of Deltona 2345 Providence Blvd. Deltona, Florida 32725 Each party hereto may change its mailing address by giving to the other party hereto, by hand delivery, United States registered or certified mail notice of election to change such address. Article 8. Scope of Agreement 8.1 This Agreement is intended by the parties hereto to be the final expression of their Agreement, and it constitutes the full and entire understanding between the parties with respect to the subject hereof, notwithstanding any representations, statements, or agreements to the contrary heretofore made. For the sake of clarity, any separate agreement between City and an affiliate of Consultant or any ~hird party referred or introduced by Consultant shall not in any way be deemed an amendment or modification of this Agreement. 8.2 This Agreement consists of the following: This Agreement Notice of Award RFP Documents Exhibit A Addendum, if any Consultant's Proposal Article 9. Registered Municipal Advisor; Required Disclosures 9.1 Consultant is a registered municipal advisor with the Securities and Exchange Commission (the "SEC") and the Municipal Securities Rulemaking Board (the "MSRB"), pursuant to the Securities Exchange Act of 1934 Rule I SBa 1-2. If City has designated Consultant as its independent registered municipal advisor ("IRMA") for purposes of SEC Rule 15Bal-t(d)(3)(vi) (the "IRMA exemption"), then services provided pursuant to such designation shall be the services described in Exhibit A hereto, subject to any agreed upon limitations. Verification of independence (as is required under the IRMA exemption) shall be the responsibility of such third party seeking to rely on such IRMA exemption. Consultant shall have the right to review and approve in advance any representation of Consultant's role as IRMA to City. 9.2 MSRB Rules require that municipal advisors make written disclosures to their clients of all material conflicts of interest, certain legal or disciplinary events and certain regulatory requirements. Such-disclosures are provided in Consultant's Disclosure Statement delivered to City prior to or together with this Agreement. Article 10. Information to be Furnished to Consultant 10.1 All infonnation, data, reports, and records in the possession of City or any third party necessary for carrying out any services to be performed under this Agreement ("Data") shall be furnished to Consultant. Consultant may rely on the Data. in connection with its provision of the services under this Agreement and the provider thereof shall remain solely responsible for the adequacy, accuracy and completeness of such Data. Page9of II RFP#22036 PFM Financial Advisors LLC Article 11. E-VERIFY 1) Definitions: "Contractor'' means a person or entity that has entered or is attempting to enter into a contract with a public employer to provide labor, supplies, or services to such employer In exchange for salary, wages, or other remuneration. "Subcontractor" means a person or entity that provides labor, supplies, or services to ~r for a contractor or another subcontractor in exchange for salary, wages, or other remuneration. 2) Effective January I, 2021, public and private employers, contractors and subcontractors will begin required registration with, and use of the B-verify system in order to verify the work authorization status of all newly hired employees. Vendor/Consultant/Contractor acknowledges and agrees to utilize the U.S. Department of Homeland Security's E-Verify System to verify the employment eligibility of: a) All persons employed by Vendor/Consultant/Contractor to perfonn employment duties within Florida during the tenn of the contract; and b) All persons (including subvendors/subconsultants/subcontractors) assigned by Vendor/Consultant/Contractor to perfonn work pursuant to the contract with the Department. The Vendor/Consultant/Contractor acknowledges and agrees that use of the U.S. Department of Homeland Security's B-Verify System during the tenn of the contract is a condition of the contract with the City of Coconut Creek; and c) By entering into this Contract, the Contractor becomes obligated to comply with the provisions of Section 448.095, Fla. Stat., "Employment Eligibility," as amended from time to time. This includes but is not limited to utilization of the E-Verify System to verify the work authorization status of all newly hired employees, and requiring all subcontractors to provide an affidavit attesting that the subcontractor does not employ, contract with, or subcontract with, an unauthorized alien. The contractor shall maintain a copy of such affidavit for the duration of the contract. Failure to comply will lead to termination of this Contract, or if a subcontractor knowingly violates the statute, the subcontract must be terminated immediately. Any challenge to termination under this provision must be filed in the Circuit Court no later than 20 calendar days after the date of termination. If this contract is terminated for a violation of the statute by the Contractor, the Contractor may not be awarded a public contract for a period of 1 year after the date of termination. Page tOofl 1 RFP#22036 (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK) PFM Financial Advisors LLC IN WITNESS WlffiREOF, the parties hereto have made and executed this Agreement for the purpo ses stated herein. ATTEST : Ct1 {J _ /J/J n AJv1J ~~ ATTEST: Approved as t o MAR I· Page 11 of 11 llFI' //2 20 J6 l'H,I Fi11 a11da l Au\'i,nrs 1.1.l' Date CONSULTANT: Title: President: ----- !Jo Ju1-y. Ut~ Date NA -~ ERS , IIJ , P.E. ity Manager EXHIBIT "B" COST PROPOSAL 0 TAB 5: Cost Proposal and Reimbursement for "Out-of-Pocket" Expenses 1. Cost Proposal Present a concise list of the scope of services and the work products that your firm proposes to provide. Given your proposed scope of services and work products, discuss your proposed fee arrangement based on each of the following alternatives: 1. Compensation on a fixed annual cost, payable monthly. PFM offers a retainer meant to fully support the City for non-trans action services i n lieu of charging hourly fees . We would propose an $800 monthly retainer. 2. Compensation on a time and expense basis, with a list of hourly billing rates for the proposed personnel and any proposed increases in such rates during the term of the contract, and the types of reimbursable expenses with proposed charges. PFM Is providing the below hourly rate schedule as requested in the RFP. However, PFM rarely bills for non- transactional work unless It is agreed to in writing prior to the commencement of any work. Note, If subject matter experts are brought in to assist with assignments requested by the City, the hourly rate f or these professionals will be outlined via separate agreement with the City. Experience Level Managing Director/Director/Senior Managing Consultant Senior AnalysUAnalyst Administrative Hourly Rate $250.00 $195.00 $0.00 3. Compensation on a cents-per-bond or per $1 ,000 of notional amount basis to be paid on a contingent basis for specific financing issues . Fees will be subject to adjustment based upon assignment by the Director of Finance of more than one firm to a single project, if applicable. Any omissions or ambiguities will be construed most favorable to the City of Deltona. PFM proposes the following compensation schedule on debt transactions including bonds, notes, loans, capital leases and other debt obligations (whether ta xa ble or tax-exempt, fixed rate or variable). Negotiated and competitive transactions are billed at the same rate, and multi-purpose financings are billed separately. Price Per $1,000 Per Bond Issue For Bond Related Work Up to $25 million Between $25 million and $50 million Over $50 million Minimum Debt Tran saction Fee City of Deltona Proposal for Financial Advisory Services I RFP 1122036 $0 .95 per $1,000 $0.80 per $1 ,000 $0.60 per $1,000 $18,500 52 0 Reimbursement of "Out-of-Pocket" Expenses The City of Deltona shall reimburse for "Out-of-Pocket" expenses upon proper invoice rendered wit h appropriate receipts attached. Such expenses include long distance telephone, postage, air expre ss charges, fax, reproduction and related costs necessarily incurr ed as Financial Advisor. Such expenses will be paid from legally available funds of the City of Deltona. Travel expenses related to performance of the services to the City of Deltona, and approved in advance by the City of Deltona, will be reimbursed in accordance with the City of Deltona's travel policy. Any costs incurred by Financial Advisor which are not specifically provided for herein shall be the expense of Financial Advisor. Additional expense (copies, printing, in state travel, etc.) will be paid by the firm but reimbursed by the County for costs directly related to bond Is sues. Such expenses w ill be billed at a flat fee of $500 per transaction. Out of state travel is billed at cost. Standard Contract Language If PFM Financial Advisors LLC is awarded the engagement, we respectfu lly request the inclusion of certain standard provisions In the resulting contract including provisions that are regulatory requirements driven by our status as a municipal advisor registered with the Securities and Exchange Commission ("SEC") a nd w ith the Municipal Securities Rulemaking Board ("MSRB") (e.g., municipal advisor description; the scope of MA services, form and basis of compensation, termination or withdrawal o f the client relations hip, conflicts of interest disclosure, and our disclosure of any legal a nd d isciplinary events). Insurance Requirements PFM does not intend to use any independent contractors or subcontractors, so these provisions are not needed. PFM's policies do not allow for coverage of independ ent contractors and subcontractors. I Cs and Subs must provide separate, current, and sufficient proof of coverage. City of Deltona Proposa l for Financial Advisory Services I RFP #22036 53 E-VERIFY AFFIDAVIT In accordance with Section 448.095, Florida Statutes , the City of South Miami requires all contractors doing business with the City to register with and use the E-Verify system to verify the work authorization status of all newly hired employees. The City will not enter into a contract unless each party to the contract registers with and uses the E -Verify system. The contrncting entity must provide of its proof of enrollment in E-Verify. For instrnctions on how to provide proof of the contracting entity's participation/enrollment in E-Verify, please visit: https :/ /www.e-verify .gov/ fag /how-do-i-provide-proof-o f-m y-partici pa tionenro llmen t-in-e-verify By signing below, the contractin g entity acknowledges that it has read Section 448.095, Florida Statutes and will comply with the E-Verify requirements imposed by it, including but not limited to obtaining E-Verify affidavits from s ub con tractors . □ Check here to confirm proof of enrollment in E-Verify has been attached to this Affidavit. In the presence of: Signed , sealed and de li vered by: Witness #1 Print Name: -------Print Name: ___________ _ Title: --------------Witness #2 Print Name: -------Entity Name: __________ _ ACKNOWLEDGMENT State of Florida County of ______ _ The foregoing instrument was acknowledged before me by means of D physical presence or D online notarization, this __ day of ___________ , 20_, by ______ _ _____ (name of person) as _____________ (type of authority) for ___________ (name of party on beha lf of whom instrument is executed). ___ Personally known to me; or Notary Public (Print, Stamp, or Type as Commissioned) ___ Produced identification (Type of Identification: _____________ ) Did take an oath; or --- Did not take an oath --- E-Verify Affidavit Page 1 of 5 AGREEMENT BETWEEN THE CITY OF SOUTH MIAMI AND PFM FINANCIAL ADVISORS LLC FINANCIAL ADVISORY SERVICES THIS AGREEMENT (this “Agreement”) is made effective as of the day of , 2023 (the “Effective Date”), by and between the CITY OF SOUTH MIAMI, FLORIDA, a Florida municipal corporation (the “City ”), and PFM FINANCIAL ADVISORS LLC, a Delaware limited liability company, authorized and registered to do business in the State of Florida (the “Consultant”). Collectively, the City and the Consultant are referred to as the “Parties.” WHEREAS, the City seeks to solicit financial advisory services, on an as needed basis (“Services”); and WHEREAS,the City of Deltona Beach, Florida issued Request for Proposals No. 22036 (“RFP”)for Financial Advisory Services, and competitively awarded the Consultant an agreement pursuant to the RFP (the “City of Deltona Contract”); and WHEREAS,the Parties wish to incorporate the terms and conditions of the City of Deltona Contract attached hereto as Exhibit “A” in this Agreement, except as otherwise modified or amended herein; and WHEREAS,pursuant to Article III, Section 5 of the City Charter, the City may make purchases through other governmental agencies that have followed similar bidding procedures; and WHEREAS,in accordance with Article III, Section 5 of the City Charter, the City wishes to enter into an agreement with the Consultant for the Services, on an as needed basis, based on (i) compensation on a time and material basis with hourly rates for financial services; and (ii) compensation for loans, financing and bond work; all as provided in the Consultant’s Cost Proposal (#2 and 3) attached to the City of Deltona Contract and attached hereto as Exhibit “B”; and NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, the City and the Consultant agree as follows: 1. Incorporation of Contract. The terms and conditions of the City of Deltona attached hereto as Exhibit “A” are incorporated as though fully set forth herein. Except as otherwise specifically set forth or modified herein, all terms in the City of Deltona Contract are hereby ratified and affirmed and shall remain unmodified and in full force and effect in accordance with its terms. 2. Conflicts; Order of Priority.This document without exhibits is referred to as the “Agreement.” In the event of a conflict between the terms of this Agreement and any exhibits or attachments hereto, or any documents incorporated herein by reference, the conflict shall be 8 Page 2 of 5 resolved in the following order of priorities and the more stringent criteria for performance of the Services shall apply: A.First Priority: This Agreement; B.Second Priority: E-Verify Affidavit; C.Third Priority: City of Deltona Contract. 3.Fourth Priority: Consultant’s Proposal per RFP No. 22036. 4. Defined Terms. All initial capitalized terms used in this Agreement shall have the same meaning as set forth in the City of Deltona Contract unless otherwise provided in this Agreement. All references to the City of Deltona shall be replaced with the City of South Miami where applicable. 5. Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original and such counterparts shall constitute one and the same instrument. 6. Compensation.Compensation to the Consultant for implementation of the Services, on an as needed basis, shall be (i) on a time and material basis, with hourly rates as provided in the Consultant’s Cost Proposal (#2) attached to the City of Deltona Contract and attached hereto as Exhibit “B”; and (ii) compensation for specific debt transactions, as provided in the Consultant’s Cost Proposal (#3) attached to the City of Deltona Contract and attached hereto as Exhibit “B”. 7. Scope of Services.The Scope of Services for financial services are generally described in the RFP (“General Description”) as follows: Provide as-needed financial advice regarding market conditions and trends, financial products, credit and credit analysis, third party alternative financing and special facility financing. Prepare analysis and evaluations of potential refundings and new money issues. Review and evaluate financing options, derivative and other innovative products, financial feasibility studies, legal documents, and pricing of any financing and any escrow. Participate in rating agency presentations and preparation of official statements. Provide other financial services as requested 8. Amending Section 5.13 of the City of Deltona Contract. Section 5.13, Public Records, of the City of Deltona Contract is hereby amended in its entirety and replaced as follows: 9 Page 3 of 5 Ownership and Access to Records and Audits. A.Consultant acknowledges that all inventions, innovations, improvements, developments, methods, designs, analyses, drawings, reports, compiled information, and all similar or related information (whether patentable or not) which relate to Services to the City which are conceived, developed or made by Consultant during the term of this Agreement (“Work Product”) belong to the City. Consultant shall promptly disclose such Work Product to the City and perform all actions reasonably requested by the City (whether during or after the term of this Agreement) to establish and confirm such ownership (including, without limitation, assignments, powers of attorney and other instruments). B.Consultant agrees to keep and maintain public records in Consultant’s possession or control in connection with Consultant’s performance under this Agreement. The City Manager or her designee shall, during the term of this Agreement and for a period of three (3) years from the date of termination of this Agreement, have access to and the right to examine and audit any records of the Consultant involving transactions related to this Agreement. Consultant additionally agrees to comply specifically with the provisions of Section 119.0701, Florida Statutes. Consultant shall ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized by law, for the duration of the Agreement, and following completion of the Agreement until the records are transferred to the City. C.Upon request from the City’s custodian of public records, Consultant shall provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided by Chapter 119, Florida Statutes, or as otherwise provided by law. D.Unless otherwise provided by law, any and all records, including but not limited to reports, surveys, and other data and documents provided or created in connection with this Agreement are and shall remain the property of the City. E.Upon completion of this Agreement or in the event of termination by either party, any and all public records relating to the Agreement in the possession of the Consultant shall be delivered by the Consultant to the City Manager, at no cost to the City , within seven (7) days. All such records stored electronically by Consultant shall be delivered to the City in a format that is compatible with the City ’s information technology systems. Once the public records have been delivered upon completion or termination of this Agreement, the Consultant shalldestroy any and all duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. 10 Page 4 of 5 F.Any compensation due to Consultant shall be withheld until all records are received as provided herein. G.Consultant’s failure or refusal to comply with the provisions of this section shall result in the immediate termination of this Agreement by the City. H. Notice Pursuant to Section 119.0701(2)(a), Florida Statutes. IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: Nkenga “Nikki” Payne, CMC, FCRM, City Clerk, 6130 Sunset Drive, First Floor, South Miami, FL 33143, 305-663-6340, npayne@southmiamifl.gov. 9. Amending Section 6.1 of the City of Deltona Contract. Section 6.1 of the City of Deltona Contract is hereby deleted in its entirety and replaced as follows: 6.1. This Agreement is made under, and in all respects, shall be interpreted, construed, enforced, and governed by and in accordance with the laws of the State of Florida. Venue for any legal action resulting from this Agreement shall lie solely in Miami-Dade County, Florida. 10. Notices/Authorized Representatives.Any notices required by this Agreement shall be in writing and shall be deemed to have been properly given if transmitted by hand-delivery, by registered or certified mail with postage prepaid return receipt requested, or by a private postal service, addressed to the parties (or their successors) at the addresses listed on the signature page of this Agreement or such other address as the party may have designated by proper notice. 11. E-Verify Affidavit.In accordance with Section 448.095, Florida Statutes, the City requires all contractors doing business with the City to register with and use the E-Verify system to verify the work authorization status of all newly hired employees. The City will not enter into a contract unless each party to the contract registers with and uses the E-Verify system. The contracting entity must provide of its proof of enrollment in E-Verify. For instructions on how to provide proof of the contracting entity’s participation/enrollment in E-Verify, please visit: https://www.e-verify.gov/faq/how-do-i-provide-proof-of-my-participationenrollment-in-e- verify. By entering into this Agreement, the Consultant acknowledges that it has read Section 448.095, Florida Statutes; will comply with the E-Verify requirements imposed by Section 448.095, Florida Statutes, including but not limited to obtaining E-Verify affidavits from subcontractors; and has executed the required affidavit attached hereto and incorporated herein. [Remainder of page intentionally left blank. Signature pages follow.] 11 Page 5 of 5 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year as first stated above. CITY OF SOUTH MIAMI By: Chip “Genaro” Iglesias City Manager Attest: By: Nkenga “Nikki” Payne, CMC, FCRM, City Clerk Approved as to Form and Legal Sufficiency: By: Weiss Serota Helfman Cole & Bierman, P.L. City Attorney Addresses for Notice: City of South Miami Attn: City Manager 6130 Sunset Drive, First Floor South Miami, FL 33143 305-668-2510 (telephone) chip@southmiamifl.gov (email) With a copy to: Weiss Serota Helfman Cole & Bierman, P.L. Attn: City of South Miami Attorney 2800 Ponce de Leon Boulevard, Suite 1200 Coral Gables, FL 33134 larango@wsh-law.com (email) PFM FINANCIAL ADVISORS LLC By: Name: Title: Entity: Addresses for Notice: PFM Financial Advisors, LLC Attention: 200 South Orange Avenue Orlando, FL 32801 (telephone) (email) With a copy to: (telephone) (email) 12 EXHIBIT “A” AGREEMENT BETWEEN THE CITY OF DELTONA AND PFM FINANCIAL ADVISORS, LLC (Attach a copy of the Agreement between the City of Deltona and PFM Financial Advisors, LLC) 13 14 EXHIBIT “B” COST PROPOSAL 15 E-Verify Affidavit E-VERIFY AFFIDAVIT In accordance with Section 448.095, Florida Statutes, the City of South Miami requires all contractors doing business with the City to register with and use the E-Verify system to verify the work authorization status of all newly hired employees. The City will not enter into a contract unless each party to the contract registers with and uses the E-Verify system. The contracting entity must provide of its proof of enrollment in E-Verify. For instructions on how to provide proof of the contracting entity’s participation/enrollment in E-Verify, please visit: https://www.e-verify.gov/faq/how-do-i-provide-proof-of-my-participationenrollment-in-e-verify By signing below, the contracting entity acknowledges that it has read Section 448.095, Florida Statutes and will comply with the E-Verify requirements imposed by it, including but not limited to obtaining E-Verify affidavits from subcontractors. ☐Check here to confirm proof of enrollment in E-Verify has been attached to this Affidavit. In the presence of: Signed, sealed and delivered by: Witness #1 Print Name: Print Name: Title: Witness #2 Print Name: Entity Name: ACKNOWLEDGMENT State of Florida County of The foregoing instrument was acknowledged before me by means of ☐physical presence or ☐ online notarization, this day of , 20 , by (name of person) as (type of authority) for (name of party on behalf of whom instrument is executed). Notary Public (Print, Stamp, or Type as Commissioned) Personally known to me; or Produced identification (Type of Identification:) Did take an oath; or Did not take an oath 16 CONTRACT FOR FINANCIAL ADVISORY SERVICES THIS AGREEMENT made and entered into this ____ day of __________, 20___ by and between the City of South Miami, a Florida municipal Corporation by and through its City Manager (hereinafter referred to as “City”) and PFM FINANCIAL ADVISORS LLC, (hereinafter referred to as “Contractor”), whose address is 200 South Orange Avenue, Orlando, Fl 32801 and whose email address is: masvidals@pfm.com and a vendor on a City of Deltona Contract for Financial Advisory Services. WITNESSETH: WHEREAS, the City of Deltona solicited bids pursuant to Solicitation RFP 22036 for Financial Advisory Services; and WHEREAS, the City of Deltona after completing a competitive bidding process, awarded a contract to Contractor; and WHEREAS, the City of South Miami desires to utilize the City of Deltona contract with Contractor; and WHEREAS, the City is authorized, pursuant to the City of South Miami’s Charter, to piggyback off of contracts, such as the contract in question between the City of Deltona and Contractor, that were entered into in accordance with a solicitation process that is at least as vigorous as that of the City of South Miami; and NOW, THEREFORE, the City and the Contractor, each through their authorized representative/official, agree as follows: 1. The City desires to enter into a Contract, under the same provisions as set forth in the contract between the City of Deltona and Contractor pursuant to the Solicitation RFP No. 22036, as modified by this Agreement. 2. The City has reviewed the contract between the City of Deltona and Contractor and agrees to the provisions of that contract which shall be applicable to a purchase order to be issued by the City and further agrees to the fair and reasonableness of the pricing. Contractor hereby agrees to provide such goods and/or services, pursuant to the City’s purchase order made during the term of this Agreement, under the same price(s), terms and conditions as found in the solicitation documents, the response to the solicitation, and the Agreement/Contract and/or the Award, pertinent copies of which are attached hereto as Attachment A and made a part hereof by reference. 3. All references in the contract between the City of Deltona and Contractor shall be assumed to pertain to, and are binding upon Contractor and the City of South Miami. All decisions that are to be made on behalf of the City of Deltona as set forth in the contract between the City of Deltona and Contractor, shall all be made by the City Manager for the City of South Miami. Notwithstanding anything contained in the Solicitation RFP 22036 between the City of Deltona and the Contractor to the contrary, this Agreement shall be governed by the laws of the 1 of 97 17 State of Florida and venue for all dispute resolutions or litigation shall be in Miami-Dade County, Florida. 4. Term. The terms of the contract, including all extensions authorized by the contract shall not exceed consecutive five years. 5. Scope of Goods and Services. The scope of goods and services (which may hereinafter be referred to as the “Work”) are set forth in attached Attachment A and any attachments thereto and the City’s purchase order, the latter of which shall take precedence. The Contractor has agreed to deliver the goods, if any, and perform the services, if any, in a workman like manner and in accordance with all state, county and City laws, at the locations, if any, designated by the City. All of the goods and services reflected in Attachment A shall, unless otherwise stated in the Attachment A or B, be delivered, if good, and commenced, if services, within N/A days from the date of the execution of this Agreement. The Contractor shall obtain and pay for all permits required for the goods and services rendered, if any, with the exception of permits fees charged by the City, said fees shall be waived. 6. Contract Price. The contract price for the good and services is set forth in Attachment A or B. If not otherwise set forth in the contract between the City of Deltona and the Contractor, the Contractor shall be paid upon delivery of all the goods, if any, the completion of all the services, if any, and after final inspection and approval, by the City, that approves of the goods delivered, if any, and the services performed, if any. 7. Precedence. The term, provisions and conditions of this Agreement shall take precedence over the terms, provisions and conditions of the contract between Contractor and the City of Deltona. 8. Grant Funding: This project is being funded by N/A and Contractor agrees to comply with all the requirements of that Grant, applicable to the delivery of the goods and/or services that are the subject of this Agreement, and that are within its power to provide and to provide all the documentation within its control that is required for the City to be able to recover as much of the contract price that is available pursuant to the terms of the grant. A copy of the grant, if any, is attached hereto and made a part hereof by reference. 9. Public Records: CONTRACTOR and all of its subcontractors are required to comply with the public records law (s.119.0701) while providing goods and/or services on behalf of the CITY and the CONTRACTOR, under such conditions, shall incorporate this paragraph in all of its subcontracts for this Project and shall: (a) Keep and maintain public records required by the public agency to perform the service; (b) Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law; (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the public agency; and (d) Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the contractor 2 of 97 18 or keep and maintain public records required by the public agency to perform the service. If the contractor transfers all public records to the publ ic agency upon completion of the contract, the contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the contractor keeps and maintains public records upon completion of the contract, the contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format t hat is compatible with the information technology systems of the public agency. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTA CT THE CUSTODIAN OF PUBLIC RECORDS AT 305-663-6340; E-mail: npayne@southmiamifl.gov; 6130 Sunset Drive, South Miami, FL 33143. 10. Waiver Jury Trial: City and Contractor knowingly, irrevocably voluntarily and intentionally waive any right either may have to a trial by jury in State or Federal Court proceedings in respect to any action, proceeding, or lawsuit arising out of the Contract Documents or the performance of the Work thereunder or any counterclaim, cross-claim or third party claim filed in the same proceeding. 11. Notices: Whenever notice shall be required or permitted herein, it shall be delivered by hand delivery, e-mail (or similar electronic transmission), facsimile transmission or certified mail with return receipt requested and shall be deemed delivered on the date shown on the e-mail or delivery confirmation for any facsimile transmission or, if by certified mail, the date on the return receipt or the date shown as the date same was refused or unclaimed. If hand delivered to the CITY, a copy must be stamped with the official CITY receipt stamp showing the date of delivery, otherwise the document shall not be considered to have been hand delivered. Notices shall be delivered to the following individuals or entities at the addresses (including e - mail) or facsimile transmission numbers set forth below or in the introductory paragraph to this contract: To CITY: City Manager, 6130 Sunset Dr. South Miami, FL 33143 Tel: (305) 668-2510 Fax: (305) 663-6345 E-mail: chip@southmiamifl.gov With copies to: City Attorney Anthony L. Recio Weiss Serota Helfman Cole & Bierman, P.L. 2800 Ponce de Leon Blvd, Suite 1200 Coral Gables, FL 33134 305.854.0800 office 305.992.6847 cell trecio@wsh-law.com 3 of 97 19 Lillian M. Arango Weiss Serota Helfman Cole & Bierman, P.L. 2800 Ponce de Leon Blvd, Suite 1200 Coral Gables, FL 33134 305.854.0800 office 305.588.0841 cell larango@wsh-law.com 12. Validity of Executed Copies: This Agreement may be executed in several counterparts, each of which may be construed as an original. 13. Attorneys’ Fees and Costs: In the event of any litigation between the parties arising out of or relating in any way to this Agreement or a breach thereof, each party shall bear its own costs and legal fees. Nothing contained herein shall prevent or prohibit the right to be indemnified for any attorney fees incurred in the defense of an action by a person or entity who is not a party to this Agreement. 14. Indemnification: Notwithstanding anything contained in the contract between Contractor and the City of Deltona to the contrary, the City does not waive its sovereign immunity granted by Florida Statutes, Section 768.28, and the City’s tort liability shall be limited to the waiver of sovereign immunity provided for in Section 768.28. 15. Severability: If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 16. E-VERIFY: As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla. Stat., Contractor and its subcontractors must register with and use the E-Verify system to verify work authorization status of all employees hired after January 1, 2021. a) Contractor must require each of its subcontractors to provide Contractor with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. b) Contractor must maintain a copy of the subcontractor's affidavit as part of and pursuant to the records retention requirements of this Agreement. c) The City, Contractor, or any subcontractor who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Fla. Stat. or the provisions of this section must terminate the contract with the person or entity. 4 of 97 20 d) The City, upon good faith belief that a subcontractor knowingly violated the provisions of this section, but that the Contractor otherwise complied, must promptly notify Contractor and Contractor must immediately terminate the contract with the subcontractor. e) A contract terminated under the provisions of this Section is not a breach of contract and may not be considered such. f) Any contract termination under the provisions of this Section may be challenged no later than 20 calendar days after the date on which this Agreement is terminated pursuant to paragraph b. or c. above. g) Contractor acknowledges that upon termination of this Agreement by the City for a violation of this Section by Contractor, Contractor may not be awarded a public contract for at least one (1) year. Contractor further acknowledges that Contractor is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this Section. h) Subcontracts. Contractor or subcontractor must insert in any subcontracts the clauses set forth in this Section, including this Subsection, requiring the subcontractors to include these clauses in any lower tier subcontracts. Contractor is responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in this Section and Contractor's failure to enforce compliance is a substantial and material breach of this Agreement. 17. ANTI-DISCRIMINTION. Contractor and all of its employees, subcontractors and subconsultants, while performing work for the City, including the hiring and retention of employees for the performance of Work, are prohibited from discriminating against anyone on the basis of race, color, religion, and family status, sex (including sexual orientation, gender identity and intersexuality), height, weight, domestic partnership status, labor organization membership, political affiliation, national origin, age, disability or any other classification that is federally defined as a “protected class” and Contractor must take all steps necessary to prevent such discrimination by all of its employees, subcontractors and subconsultants who are performing work for the City and must ensure nondiscrimination in all programs, services and activities that are part of the Scope of Services. A violation of this paragraph is a substantial, material breach of this Contract. IN WITNESS WHEREOF, and as the duly authorized act of the parties, the undersigned representatives of the parties hereto have caused this instrument to be signed in their respective names by their proper officials on or before the day and year first above written. PFM FINANCIAL A DVISORS, LLC : By: ____________________________ ____________________________ (type name and title of signatory above) 5 of 97 21 ATTEST: CITY OF SOUTH MIAMI By: _________________________ By: _______________________ Nkenga Payne, CMC Genaro “Chip” Iglesias City Clerk City Manager Read and Approved as to Form, Language, Legality and Execution Thereof. By: ____________________________ City Attorney Weiss, Serota, Helfman, Cole & Bierman 6 of 97 22 CONTRACT FOR FINANCIAL ADVISORY SERVICES ATTACHMENT A • City of Deltona RFP No. 22036 • Proposal, PFM Financial Advisors • Evaluation Committee Final Score & Rank Sheets • Notice of Award • Executed Contract between the City of Deltona and PFM Financial Advisors 7 of 97 23 RFP #22036 FINANCIAL ADVISORY SERVICES 1 REQUEST FOR PROPOSAL RFP NO. 22036 FINANCIAL ADVISORY SERVICES CONTACT: All prospective proposers are hereby instructed not to contact any member of the City of Deltona Commission, City Manager, or City of Deltona Staff members other than the noted contact person regarding this Request for Proposals at any time during the RFP process. Any such contact shall be cause for rejection of your proposal. Sealed proposals including an original and three copies will be received at Deltona City Hall, 2345 Providence Blvd., Deltona, Florida 32725, Attn: Purchasing no later than 2:00 P.M., Friday, May 20, 2022 unless this time is extended by written addendum issued by the City of Deltona before that date. Proposals will not be accepted after this time. Proposals shall be addressed as follows: Mary E. Perez Purchasing Agent City of Deltona 2345 Providence Blvd., Deltona, FL, 32725 All questions regarding this RFP must be directed to Purchasing at: meperez@deltonafl.gov 8 of 97 24 RFP #22036 FINANCIAL ADVISORY SERVICES 2 City of Deltona Request for Proposal For Financial Advisory Services The City of Deltona is seeking proposals in response to this Request for Proposal (“RFP”) from qualified firms to serve as the City of Deltona’s financial advisor(s). I. Overview of Request for Proposal A. General Description The City of Deltona is seeking the following financial services for a contract term of three years, with two one-year options, which may be exercised at the City of Deltona's discretion. The City of Deltona will reserve the right to cancel this agreement for its convenience at any time with 30 days advanced written notice. The City of Deltona intends to select at least one and may select additional firms depending on the responses to the RFP. Requested financial advisory services may include, but are not limited to, assisting the City Manager and the Director of Finance to: Provide as-needed financial advice regarding market conditions and trends, financial products, credit and credit analysis, third party alternative financing and special facility financing. Prepare analysis and evaluations of potential refundings and new money issues. Review and evaluate financing options, derivative and other innovative products, financial feasibility studies, legal documents, and pricing of any financing and any escrow. Participate in rating agency presentations and preparation of official statements. Provide other financial services as requested. During the term of its contract, the financial advisors may not serve as underwriter or swap counterparty for any City of Deltona financing. Furthermore, the financial advisor(s) may not terminate their contracts prematurely for the purpose of then serving another function for any City of Deltona financing. B. Assignment of Work; Cooperation The Director of Finance will assign the work to be performed by the selected firm(s). Selected firms will be expected to cooperate with each other in performing services for the City of Deltona. II. City of Deltona Background A. Financial Condition and Outlook As of September 30, 2021, the City of Deltona had total debt of $162,526,970 consisting of: $98,690,000 Taxable Utility System Refunding Bonds, Series 2021 $22,503,406 FDEP State Revolving Fund #641800 $ 6,420,597 FDEP State Revolving Fund #641830 $31,485,000 Capital Improvement Refunding Revenue Bonds Series 2016 Stormwater Bank Note issued in 2009 for $3,427,967 9 of 97 25 RFP #22036 FINANCIAL ADVISORY SERVICES 3 Copies of the transcripts of processing are available upon request. Please contact Mary E. Perez at (386) 878-8580 to request a PDF copy. For the fiscal year 2021-2022, the City budgeted annual revenues are approximately $108 million and budgeted appropriations are approximately $126.3 million. A copy of the City of Deltona’s budget and Annual Comprehensive Financial Report may be viewed at the City’s website at www.deltonafl.gov, “Departments”, “Finance”, for your review. B. Capital and Financing Plan The City of Deltona prepares a five-year capital plan and financing plan which shows anticipated funding sources from Federal and State grants, City of Deltona funds and revenue bonds. A summary of the expenditures relating to planned capital projects is provided within the budget document. III. Proposal Due Date Sealed proposals including an original and three copies will be received at City Hall, 2345 Providence Blvd., Deltona, Fl 32725, Attn: Purchasing no later than 2:00 P.M., Friday, May 20, 2022 unless this time is extended by written addendum issued by the City of Deltona before that date. Proposals will not be accepted after this time. Proposals shall be addressed as follows: Mary E. Perez Purchasing Agent City of Deltona 2345 Providence Blvd., Deltona, FL, 32725 Submitted envelopes should be marked “Request for Proposal for Financial Advisory Services Firm”. IV. Submission of Proposals A. Request for Additional Information By submitting a proposal, the proposer agrees to furnish such additional information as the City of Deltona may reasonably require. This includes information which indicates financial resources as well as ability to provide the services. To the extent there are any revisions or additions to the information provided or requested in the RFP, an addendum will be posted on www.demandstar.com. The City of Deltona reserves the right to make such investigations of the qualifications of the proposer as it deems appropriate. B. Proposals Binding All proposals submitted shall be binding on proposers for one hundred twenty (120) calendar days following opening of the proposals. C. Incurred Expenses The City of Deltona is not responsible for any costs incurred by a firm in either responding to this RFP, or in participating in oral presentations or meetings with the City of Deltona. 10 of 97 26 RFP #22036 FINANCIAL ADVISORY SERVICES 4 D. Proprietary Information In accordance with Chapter 119 of the Florida Statutes (Public Records Law), and except as may be provided by other applicable State and Federal Law, all proposers should be aware that the RFPs and the responses thereto are in the public domain. However, the proposers are requested to identify specifically any information contained in their proposals which they believe to be exempt from disclosure, citing specifically the applicable exempting law. The City of Deltona will consider a proposer's opinions regarding the applicability of Chapter 119, Florida Statutes, but shall not be obligated to concur in such opinions, and shall have no liability to a proposer for making public any information contained in a proposal. All proposals received from proposers in response to this RFP will become the property of the City of Deltona and will not be returned to the proposers. In the event of contract award, all documentation produced as part of the contract will become the exclusive property of the City of Deltona. E. Interviews The City of Deltona reserves the right to interview some, all or none of the firms responding to this RFP based solely on the City of Deltona's judgment as to the firm's qualifications and capabilities. F. Acceptance/Rejection/Modifications to Proposals The City of Deltona reserves the right to negotiate modifications to the proposals that it deems acceptable, to reject any or all proposals, to request and consider additional information from any firm, and to waive minor irregularities and technical defects. The City of Deltona reserves the right to seek new proposals when it determines that it is in its best interest to do so. The City of Deltona also reserves the right not to pursue any specific financing products discussed in the RFP. G. No Separate Proposals from Proposers Under Common Control Proposers under common control may only submit a single proposal. The City of Deltona reserves the right to reject separate proposals from proposers under common control. B. Selection Process The Selection Committee may schedule interviews and/or presentations with proposers. The Committee will evaluate the responses and recommend a short-list of no more than four firms to the City Commission. After City Commission approval of the final ranking, negotiation, by the Selection Committee, with the first ranked firm will be initiated. If those negotiations are unsuccessful, the Committee will then open negotiations with the next ranked firms, etc. until successful completion of negotiations and execution of a contract. Any questions regarding this RFP or requests for available materials should be addressed to Mary E. Perez at meperez@deltonafl.gov Any questions should be addressed as described in this RFP. The City of Deltona requires that you do not contact any Commission Members, City Manager or City of Deltona staff other than the individual listed above after issuance of this RFP. The City of Deltona reserves the right to disqualify any firm that makes such unauthorized contacts during this process. 11 of 97 27 RFP #22036 FINANCIAL ADVISORY SERVICES 5 VI. Format and Content of RFP TAB 1: Title Page – 0 Points Show the name of proposer’s agency/firm, address, telephone number, name of contact person, date and the subject: REQUEST FOR PROPOSAL FOR FINANCIAL ADVISORY SERVICES-___________’ FIRM TAB 2. Cover Letter and Executive Summary – 0 Points This letter should be signed by the person in your firm who is authorized to negotiate terms, render binding decisions and commit the firm’s resources. Summarize the proposer’s understanding of the work to be done and make a positive commitment to perform the work in accordance with the terms of the proposal being submitted. This section should summarize the key points of your submittal. In addition, you must include a statement that your firm understands that if selected as financial advisor, your firm is prohibited from serving as underwriter or swap counterparty for any City of Deltona financing for the duration of the contract and may not terminate the contract to do so. Limit to one or two pages. TAB 3: 40 POINTS A. Personnel and References Provide the names, proposed roles, background and experience, office location and availability of the personnel that would work on the City of Deltona's account, and specifically identify the primary person(s) who will be responsible for managing the relationship with the City of Deltona. Identify who will provide any financial analysis services. For the proposed personnel, provide a list of five clients worked with in the last 36 months; a brief description of the type and size of transaction and the services you provided; and the names, titles, addresses and telephone numbers of the government officials primarily responsible for the transactions. You should only list clients and transactions which are similar to financings contemplated by the City of Deltona (i.e., participation on a swaption team, taxable or tax-exempt new money issues, variable rate financings, refundings, derivatives, etc.). Also include a list of your personnel's experience in the State of Florida and provide three additional client references for your firm. B. Other Relevant Financing Experience Provide a description of your proposed personnel's relevant experience over the last three years with other clients that you believe are relevant to this proposed engagement. Identify other, non- municipal, clients for which you are currently serving as financial advisor or underwriter. Include three case studies, if available, that illustrate your experience with relevant services where the proposed personnel have served as financial advisor. C. Long-term Strategic Financial Planning Experience Provide a description of your proposed personnel's relevant experience over the last three years. Include three case studies, if available, that illustrate your experience with relevant services where the proposed personnel have served as financial advisor. D. Tax-Exempt New Money and Derivative Product Experience Describe your proposed personnel's relevant experience over the last three years. Include three case studies, if available, that illustrate your experience with relevant transactions where the proposed personnel have served as financial advisor. 12 of 97 28 RFP #22036 FINANCIAL ADVISORY SERVICES 6 E. Taxable Financing Experience Describe your proposed personnel's relevant experience over the last three years. Include three case studies, if available, that illustrate your experience with relevant transactions where the proposed personnel have served as financial advisor. F. Advance and Current Refunding Experience Provide a description of your proposed personnel's relevant experience over the last three years. Include three case studies, if available, that illustrate your experience with relevant services where the proposed personnel have served as financial advisor. G. Synthetic Advance Refundings and Other Related Financing Experience Provide a description of your proposed personnel's relevant experience over the last three years. Include three case studies, if available, that illustrate your experience with relevant services where the proposed personnel have served as financial advisor. TAB 4: 30 POINTS A. Firm Overview Provide a brief description of how your firm is organized, including the businesses in which it is engaged, the location of offices, the number of public finance professionals in each office, and the role of the municipal department in your firm. Indicate your firm's commitment to the municipal bond industry and comment on any recent significant changes in your organization. Include a discussion of the specific expertise and services that distinguish your firm. B. Market and Pricing Information Describe your firm’s knowledge, experience and resources in tracking and monitoring the tax- exempt and taxable bond markets, including fixed rate, variable rate, swaps and other derivative products, and the government securities market. Include a discussion of your firm's participation in underwriting tax-exempt and taxable bonds, acting as a principal in swap transactions, and providing investment services. Also discuss your process for ensuring that the City of Deltona receives the best price for any bonds, financings involving swaps and other derivative products, and any escrow securities as part of any refunding. Include a discussion of how you evaluate the success of any pricing. C. Disciplinary Action List any and all disciplinary action, administrative proceeding, malpractice claim or other like proceeding against your firm or any of its personnel relating to your firm’s services as financial advisor current, pending or occurring in the last five (5) years. D. Potential Conflict of Interest You should advise the City of Deltona of any potential conflict known by your firm and discuss how, if selected, your firm would address any concerns raised by such dual representation. E. Business Relationships with Other Entities Disclose all compensation/fee arrangements (formal or informal) that your firm, its related entities or any proposed personnel currently has, or within the past twelve months has had, with any other potential parties to contemplated financings in which your firm was engaged in any capacity. Such parties include, but are not limited to, swap providers, investment contract 13 of 97 29 RFP #22036 FINANCIAL ADVISORY SERVICES 7 providers, verification agents, financial advisory firms, investment banking firms, any other consultants or financial institutions, and law firms. Available Materials Fiscal Year 2021-2022 Budget (www.deltonafl.gov “Departments”, “Finance”) September 2021 Annual Comprehensive Financial Report (www.deltonafl.gov “Departments”, “Finance”) Copies of the transcripts of processing relating to debt transactions are available upon request. Please contact Mary E. Perez at (386) 878-8580 to request PDF copy. TAB 5: Cost Proposal and Reimbursement for “Out-of-Pocket” Expenses – 30 Points 1. Cost Proposal Present a concise list of the scope of services and the work products that your firm proposes to provide. Given your proposed scope of services and work products, discuss your proposed fee arrangement based on each of the following alternatives: 1. Compensation on a fixed annual cost, payable monthly. 2. Compensation on a time and expense basis, with a list of hourly billing rates for the proposed personnel and any proposed increases in such rates during the term of the contract, and the types of reimbursable expenses with proposed charges. 3. Compensation on a cents-per-bond or per $1,000 of notional amount basis to be paid on a contingent basis for specific financing issues. Fees will be subject to adjustment based upon assignment by the Director of Finance of more than one firm to a single project, if applicable. Any omissions or ambiguities will be construed most favorable to the City of Deltona. Reimbursement of “Out-of-Pocket” Expenses The City of Deltona shall reimburse for “Out-of-Pocket” expenses upon proper invoice rendered with appropriate receipts attached. Such expenses include long distance telephone, postage, air express charges, fax, reproduction and related costs necessarily incurred as Financial Advisor. Such expenses will be paid from legally available funds of the City of Deltona. Travel expenses related to performance of the services to the City of Deltona, and approved in advance by the City of Deltona, will be reimbursed in accordance with the City of Deltona’s travel policy. Any costs incurred by Financial Advisor which are not specifically provided for herein shall be the expense of Financial Advisor. 14 of 97 30 RFP #22036 FINANCIAL ADVISORY SERVICES 8 Addendum Acknowledgment Acknowledgment is hereby ma de of receipt of addenda issu ed during th e so licitatio n p erio d. Add en du m # thro ugh #_ In itial: Perso n Co mp letin g RFP (Signatu re) Name (Prin ted):Title: >>>T h i s F o r m M u s t B e C o m p l e t e d a n d R e t u r n e d W i t h Y o u r S u b m i t t a l <<< 15 of 97 31 RFP #22036 FINANCIAL ADVISORY SERVICES 9 CITY OF DELTONA FIRM INFORMATION FORM The information below is required to complete your bid packet. Type or print only. Company Name:____________________________________________________________ Address: ________________________________________________________________ City: _____________________________________________________________________ State:_____________________________________________________________________ Zip Code:__________________________________________________________________ Phone Number:_____________________________________________________________ Fax Number:_______________________________________________________________ Project Contact:____________________________________________________________ e-mail address:_____________________________________________________________ Remittance (Payment) Mailing Information Address: __________________________________________________________________ City: ____________________ State: _______________ Zip Code: _______________ Phone Number: ________________________________________________________ Fax Number: ___________________________________________________________ Project Contact: ________________________________________________________ e-mail address: _________________________________________________________ Federal Tax ID No.: _________________________________________________________ Tax ID Type: က Federal Tax ID က Social Security Number This Form Must Be Completed and Returned with your Submittal. 16 of 97 32 RFP #22036 FINANCIAL ADVISORY SERVICES 10 DRUG FREE WORKPLACE FORM The undersigned Respondent , in accordance with Florida Statute 287.087 hereby certifies that does: (Name of Business) 1.Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2.Inform employees about the dangers of drug abuse in the workplace, the business’s policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3.Give each employee engaged in providing the commodities or Contractual services that are under bid a copy of the Drug-Free statement. 4.Notify the employees that as a condition of working on the commodities or Contractual services that are under bid, employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or no lo contendere to, any violation of Chapter 1893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5.Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee’s community, by any employee who is so convicted. 6.Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this business complies fully with the above requirements. _______________________________________________ (Authorized Signature)(Date) 17 of 97 33 RFP #22036 FINANCIAL ADVISORY SERVICES 11 NON-COLLUSION AFFIDAVIT OF PRIME RESPONDENT STATE OF (_____________________) COUNTY OF (_____________________) _____________________________, being duly sworn, deposes and says that: (1) He/she is of ___________________________ firm, Respondent that has submitted the attached response. (2) He/she is fully informed respecting the preparation and contents of the attached solicitation and of all pertinent circumstances respecting such solicitation. (3) Such solicitation is genuine and is not a collusive or sham solicitation. (4) Neither the said Respondent nor any of its officers, partners, City’s, agent representatives, employees or parties in interest including this affiant, has in any way, colluded, conspired, or agreed, directly or indirectly, with any other Respondent or person, to submit a collusive or sham response in connection with the Agreement for which the attached response has been submitted or to refrain from bidding in connection with such Agreement, or has in any manner, directly or indirectly, sought by Agreement or collusion or communication or conference with any other Respondent , firm or person to fix the price or prices in the attached solicitation or of any other Respondent , or to fix any overhead, profit or cost element of the proposed price or the proposed price of any other Respondent , or to secure through any collusion, conspiracy, connivance or unlawful Agreement any advantage against the City of Deltona, Florida, or any person interested in the proposed Agreement. (5) The price or prices quoted in the attached response are fair and proper and are not tainted by any collusion, conspiracy, or unlawful Agreement on the part of the Respondent or any of its agents, representatives, City’s, employees, or parties of interest, including affiant. ____________________________________ (Signed) ___________________________________ (Title) 18 of 97 34 RFP #22036 FINANCIAL ADVISORY SERVICES 12 STATE OF FLORIDA COUNTY OF __________________ The foregoing instrument was acknowledged before me this ____________ by ___________________________, who is personally known to me or who has produced ___________________________ as identification and who did (did not) take an oath. _________________________________ (Signature of Notary Public) ______________________________________ (Name of Notary Typed, Printed or Stamped) Notary Public ____________________ (Commission Number) 19 of 97 35 RFP #22036 FINANCIAL ADVISORY SERVICES 13 INSURANCE REQUIREMENTS The Contractor /Respondent agrees to provide and maintain at all times during the term of any agreement resulting from this RFP, or for such longer periods as may be required, without cost or expense to the City of Deltona, policies of insurance insuring the Contractor /Respondent against any and all claims, demands, or causes of action whatsoever, for injuries received or damage to property relating to the performance of duties, services and/or obligations of the Contractor under the terms and provisions of this agreement. The awarded vendor shall secure and maintain, at its sole cost and expense during the contract term, the following minimum insurance coverage: Commercial General Liability – Shall have minimum limits of $ 1 00,000 Per Occurrence. Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include Premises and/or Operations, Independent Contractors and Products and/or completed Operations, and a Contractual Liability Endorsement. Workers Compensation – Coverage to apply for all employees for statutory limits in compliance with the applicable state and federal laws. The policy must include Employers’ Liability with a limit of $100,000 each accident. Requirements for Contractors that qualify for an exemption under the Florida Worker’s Compensation law in Chapter 440 Florida Statutes are detailed below: Incorporated or unincorporated Contractors with one or more employees shall be required to provide a copy of their “Notice of Election to be Exempt,” along with valid proof of coverage for non-exempt employees. The City reserves the right to request a copy of the complete insurance policy(ies) and any endorsements for the insurance referenced above. A certificate of insurance indicating that the respondent has coverage in accordance with the requirements herein set forth shall be furnished prior to the execution of the contract and annually upon renewal thereafter. The respondent shall either cover any sub-Contractors on its policy or require the sub-Contractors to conform to all requirements for insurance contained herein. Respondent agrees that City will make no payments pursuant to the terms of the contract until all required proof or evidence of insurance has been provided to the City Representative. Respondent agrees that the insurer shall waive its rights of subrogation, if any, against the City on Commercial General Liability and Workers Compensation. 20 of 97 36 RFP #22036 FINANCIAL ADVISORY SERVICES 14 E-VERIFY FORM Project Name: Project No.: Definitions: “Contractor” means a person or entity that has entered or is attempting to enter into a contract with a public employer to provide labor, supplies, or services to such employer in exchange for salary, wages, or other remuneration. “Subcontractor” means a person or entity that provides labor, supplies, or services to or for a contractor or another subcontractor in exchange for salary, wages, or other remuneration. Effective January 1, 2021, public and private employers, contractors and subcontractors will begin required registration with, and use of the E-verify system in order to verify the work authorization status of all newly hired employees. Vendor/Consultant/Contractor acknowledges and agrees to utilize the U.S. Department of Homeland Security’s E-Verify System to verify the employment eligibility of: a)All persons employed by Vendor/Consultant/Contractor to perform employment duties within Florida during the term of the contract; and b)All persons (including subvendors/subconsultants/subcontractors) assigned by Vendor/Consultant/Contractor to perform work pursuant to the contract with the Department. The Vendor/Consultant/Contractor acknowledges and agrees that use of the U.S. Department of Homeland Security’s E-Verify System during the term of the contract is a condition of the contract with the City of Coconut Creek; and c)Should vendor become successful Contractor awarded for the above-named project, by entering into this Contract, the Contractor becomes obligated to comply with the provisions of Section 448.095, Fla. Stat., "Employment Eligibility," as amended from time to time. This includes but is not limited to utilization of the E-Verify System to verify the work authorization status of all newly hired employees, and requiring all subcontractors to provide an affidavit attesting that the subcontractor does not employ, contract with, or subcontract with, an unauthorized alien. The contractor shall maintain a copy of such affidavit for the duration of the contract. Failure to comply will lead to termination of this Contract, or if a subcontractor knowingly violates the statute, the subcontract must be terminated immediately. Any challenge to termination under this provision must be filed in the Circuit Court no later than 20 calendar days after the date of termination. If this contract is terminated for a violation of the statute by the Contractor, the Contractor may not be awarded a public contract for a period of 1 year after the date of termination. Company Name: Authorized Signature: Print Name: Title Date: Phone: Email: Website: ACKNOWLEDGEMENT COMPANY CONTACT INFORMATION 21 of 97 37 City of Deltona REQUEST FOR PROPOSAL FOR FINANCIAL ADVISORY SERVICES - “PFM Financial Advisors LLC” RFP # 22036 May 20, 2022 PFM Financial Advisors LLC Jeremy Niedfeldt Laura Howe www.pfm.com niedfeldtj@pfm.com howel@pfm.com 200 South Orange Avenue Suite 760 Orlando, FL 32801 22 of 97 38 0 pfm May 20, 2022 Table of Contents TAB 2. Cover Letter and Executive Summary ...................................................................................... 1 Technical Proposal ................................................................................................................................ 3 TAB 3: Personnel/References/ Experience ..................................................................................... 3 TAB 4: Firm Overview/Market & Pricing/Conflicts .......................................................................... 39 TAB 5: Cost Proposal and Reimbursement for “Out-of-Pocket” Expenses ................................... 52 I. Appendices ..................................................................................................................................... 54 A. Required Forms ........................................................................................................................ 55 PFM Financial Advisors LLC 407.648.2208 pfm.com 200 S Orange Avenue Suite 760 Orlando, Florida 32801 City of Deltona Proposal for Financial Advisory Services RFP #22036 23 of 97 39 ABOUT PFM PFM is the marketing name for a group of affiliated companies providing a range of services. All services are provided through separate agreements with each company. This material is for general information purposes only and is not intended to provide specific advice or a specific recommendation. Financial advisory services are provided by PFM Financial Advisors LLC, registered municipal advisors with the Securities and Exchange Commission (SEC) and the Municipal Securities Rulemaking Board (MSRB) under the Dodd-Frank Act of 2010. Swap advisory services are provided by PFM Swap Advisors LLC which is registered as a municipal advisor with both the MSRB and SEC under the Dodd-Frank Act of 2010, and as a commodity trading advisor with the Commodity Futures Trading Commission. Additional applicable regulatory information is available upon request. Consulting services are provided through PFM Group Consulting LLC. PFM’s financial modeling platform for strategic forecasting is provided through PFM Solutions LLC. A web-based platform for municipal bond information is provided through Munite LLC. For more information regarding PFM’s services or entities, please visit www.pfm.com. 24 of 97 40 May 20, 2022 200 S Orange Avenue Suite 760 Orlando, Florida 32801 407.648.2208 pfm.com Mary E. Perez, Purchasing Agent City of Deltona 2345 Providence Blvd., Deltona, FL 32725 RE: City of Deltona ~ RFP for Financial Advisory Services – RFP 22036 TAB 2. Cover Letter and Executive Summary Dear Ms. Perez: PFM Financial Advisors LLC (“PFM”) is pleased to have this opportunity to present our proposal to serve as financial advisor to the City Deltona, Florida (the “City”). The City is in a unique position to manage growth and navigate some challenging markets over the coming years, and we believe our exposure to a diverse set of client needs and constant market participation makes our team an ideal fit for the City. PFM brings energy and experience while working with staff to provide innovative and customized solutions that are key for the City to achieve desired results. We provide risk-mitigating recommendations on the most sophisticated financing structures to allow policymakers a chance to clearly analyze the situation and make smart decisions. PFM looks forward to assisting staff with the implementation of a funding plan to move forward with needed infrastructure improvements identified in the City’s upcoming CIP study. Our roots in the municipal finance industry go back over 40 years. From the outset, we wanted to be a financial advisor that is very different from our competitors – an independent financial advisory firm with technical resources matching those of the most sophisticated Wall Street investment banks. Local governments around the nation have responded to this focus, resulting in us sustaining long-term relationships with our clients while continuing to grow the number of municipalities we serve. Track Record of Performance: We continue to provide our clients with what we believe to be highly effective services, as proven by being the #1 ranked financial advisor in the country for the last 24 years and in Florida for the last 18 years (Source: Refinitiv, formerly Thomson Reuters). Particularly in Florida, we continue to add clients and have grown our team to provide clients with the same level of service they expect and deserve. The depth of our expertise is illustrated in the graph to the right, demonstrating that PFM completed almost as many Florida transactions in 2021 as all our competitors combined. Florida Cities are a Focus of PFM’s Core Business for Over 30 Years: We routinely assist our Florida clients in evaluating financing options, developing credit strategies and financial plans, negotiating financing terms, monitoring refunding opportunities, modeling debt capacity, 25 of 97 41 pfm 2021 Full Year Florida Overall Long Term Mun icipal New Issues Municipal Financial Advisory Ranking -Equal to Each Financial Advisor Source : Refinitiv # issues $ in mi llions PFM 66 Pub lic Resources Ad visory Group 18 2,149 Hilltop Securities 7 1,422 Ponder & Co 5 -53 1 RBC Capital Markets 9 -432 Caine Mitter & Associates Inc 2 ■ 275 Hamlin Capital Advisors 5 ■ 262 Kaufman Hall & Associates Inc 2 ■ 255 Dunlap & Associates 6 ■ 252 Building Hope Services LLC 18 I 142 5,126 City of DeltonaMay 20, 2022Page 2and implementing debt transactions. Our working knowledge of the capital markets combined with access to industry leading software, proprietary models, and economic data, provides the City a combination of expertise, resources and accessibility that sets us apart from any other financial advisory firm. PFM currently serves as financial advisor to many Florida municipalities, several of which are in the table below. Strategic Partner: At PFM, we believe that as a financial advisor we should play an active part in designing and executing the financing strategies of our clients. We see ourselves as both the client’s partner and agent in helping to achieve their specific goals. Our job is to make the City aware of suitable options at its disposal and their potential outcomes, and our goal is to provide the City with the tools it needs to craft a financing strategy that will (i) lead to the lowest-available cost of borrowing; (ii) be consistent with the City’s broader policy and financial objectives; and (iii) fit with existing policies. We provide a forum for ideas, an environment for testing conventional wisdom, and a platform for forging performance-improving strategies. Most importantly, we will help manage the process in a way that optimizes the time commitment of City staff. The City can be assured that this engagement is a high priority for us, and we are committed to dedicating the full range of PFM’s exceptional services and resources. We believe PFM’s relevant experience and dedicated project team – as well as our decades of work in Florida, our national presence, our depth of knowledge, and our commitment to acting as a fiduciary for our clients – makes us the ideal choice as the City’s strategic partner and financial advisor. If selected as financial advisor, PFM understands that we are prohibited from serving as underwriter or swap counterparty for any City of Deltona financing for the duration of the contract and may not terminate the contract to do so. Sincerely, PFM Financial Advisors LLC Jeremy Niedfeldt Laura Howe Managing Director Director Boca Raton Boynton Beach Clermont Coral Gables Coral Springs Daytona Beach DeBary DeFuniak Springs Delray Beach Doral Fort Meade Ft. Lauderdale Gainesville High Springs Jacksonville Leesburg Marco Island Melbourne Mexico Beach Miami Miramar Newberry North Port Oldsmar Orlando Ormond Beach Palatka Palm Beach Gardens Panama City Beach Plantation Pompano Beach Rivera Beach Sebring St. Petersburg Stuart Sunrise Tallahassee Titusville Town of Palm Beach West Palm Beach Winter Garden Winter Haven Winter Park Winter Springs Select Current PFM Financial Advisors LLC Florida City Clients* *Client list as of May 1, 2022 is for informational purposes only and does not represent an endorsement or testimonial by clients of PFM's financial advisory services 26 of 97 42\ ~ 3 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Technical Proposal TAB 3: Personnel/References/ Experience A. Personnel and References Provide the names, proposed roles, background and experience, office location and availability of the personnel that would work on the City of Deltona's account, and specifically identify the primary person(s) who will be responsible for managing the relationship with the City of Deltona. Identify who will provide any financial analysis services. For the proposed personnel, provide a list of five clients worked with in the last 36 months; a brief description of the type and size of transaction and the services you provided; and the names, titles, addresses and telephone numbers of the government officials primarily responsible for the transactions. You should only list clients and transactions which are similar to financings contemplated by the City of Deltona (i.e., participation on a swaption team, taxable or tax-exempt new money issues, variable rate financings, refundings, derivatives, etc.). Also include a list of your personnel's experience in the State of Florida and provide three additional client references for your firm. PFM creates customized project teams for each engagement. In doing so, we consider a number of factors, including the types of financings completed by a client, complexity of expected assignments, and geographic considerations. For the City, we have assembled a team that will work to meet the City’s unique need for: (i) multi-faceted strategic advice rendered with strict independence; (ii) extensive experience processing financings with a specific emphasis on water and sewer utilities; and (iii) the most sophisticated analytical and financial modeling support. The team outlined below is familiar with the City and has demonstrated the ability to work effectively on a wide range of assignments Jeremy Niedfeldt, Managing Director in the Orlando office will serve as Engagement Manager/Primary Contact for this relationship. As the Engagement Manager, Jeremy will have the lead role in overseeing the delivery of the requested financial advisory services and be responsible for review of all work products competed by PFM. He has been with PFM serving Florida municipal clients for more than 16 years, and Jeremy is a Registered Municipal Advisor Representative (Series 50). Laura Howe, Director in the Orlando office will serve as Project Manager and provide transaction management services for this engagement. Laura has been serving Florida municipal clients for almost 12 years. She has provided client support on over 250 transactions with a total par of more than $16.5 billion and specializes in unique financings in the State. Laura is a Registered Municipal Advisor Representative (Series 50). James “Jay” Glover, Managing Director in the Orlando office will serve as Senior Project Support for this engagement. Jay specializes in Florida municipal finance for cities, counties, school districts, and a variety of authorities. Jay has assumed an active role in providing project management services to clients throughout the southeast. Over the last 20 years, Jay has been one of the most active financial advisors in the southeast in terms of both total par amount and number of transactions completed. He has taken an active role in working with clients on new money issuances, refundings, pooled financings, conduit borrowings, derivative products analyses, state/federal financing programs and innovative financing solutions. Jay is a Registered Municipal Advisor Representative (Series 50). 27 of 97 43 0 ------------------------------ 4 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Mara Lugo, Senior Analyst in the Miami office along with Matin Tadzhiev, Analyst in the Orlando office, will provide Analytical and Technical Support for the engagement. Mara is a Registered Municipal Advisor Representatives (Series 50) and Matin is scheduled to take his Series 50 exam this summer. Key Personnel Availability The core team proposed to serve the City is built upon a foundation of senior professionals located in our Orlando office. For this contract, Jeremy Niedfeldt and Laura Howe will work together to provide day-to-day leadership to assure accessibility and provide services in a proactive manner. This not only helps with covering meetings and calls on short notice, but also provides continuity in the event of unforeseen circumstances that might affect a member of the team. We are committed to maintaining a high level of accessibility, and we would encourage the City to reach out to our references in order to gauge our availability. Our specialized project teams ensure that our clients receive complete and thorough advice directly from the PFM professionals most appropriate for their needs. This approach fosters creativity and innovation between PFM professionals and clients. We view ourselves as an extension of staff, and that is only possible with a pledge of accessibility whenever needed or desired by the City. National Practice PFM’s national reputation and consistent growth are evident in our ranking as the nation’s top financial advisor in terms of number of transactions and par amount for 24 straight years (Source: Refinitiv, formerly Thomson Reuters). In 2021, we served as financial advisor on 935 publicly offered bond transactions with a par amount in excess of $69 billion (Source: Ipreo). Many firms may claim to be the top-ranked advisor, but we rely upon factual data from industry standard databases such as Refinitiv (formerly Thomson Reuters) and Ipreo to demonstrate this standing. Local Florida Practice Our national market presence is enhanced by our presence in the State of Florida, being ranked #1 for 18 consecutive years (Source: Refinitiv, formerly Thomson Reuters). PFM opened its first Florida office in 1986 and has been providing independent financial advisory services to Florida issuers for over 36 years. While ranking tables and awards provide information to the general markets, we feel that our greatest accomplishments are the achievements of our clients. PFM has continued to grow our Florida footprint, adding clients each year, while at the same time maintaining the high level of service our 28 of 97 44 0 2021 Fully Muni c ipal Fina ear Overall Lon Source lpreo nc1al Advisory Ranking _9F!~m Municipal N red1t to Each F ew Issues # issues $ manc1al Advisor PFM Public R Hill! esources A op Securities cac1a Fin Grau Frasca & P Piper S Adssociates an le r KNN Public F . E strada H. mance RB inopsa C Capital Mkt Swap Financial s 935 in m1ll1ons 187 758 140 40 214 76 12 ,259 84 10 ,403 125 -9 ,824 14 8 ,941 -7 ,9 30 35,496 6 9 ,7 12 60,100 5 City of Deltona Proposal for Financial Advisory Services | RFP #22036 clients have come to recognize. From 2017- 2021, we served as financial advisor in Florida on 304 publicly offered long term bond transactions with a par amount in excess of $26 billion (Source: Ipreo). PFM has an extensive client roster throughout the State, many of similar scope and size to the City of Deltona. Further, the majority of our clients are longstanding, emphasizing our commitment to Florida issuers. The below graphic provides a representative listing of our current Florida clients (as of April 1, 2022). 2017 - 2021 Florida Long Term Municipal New Issues Municipal Financial Advisory Ranking - Full Credit to Each Financial Advisor Source: Ipreo # issues $ in millions PFM 304 Hilltop Securities 39 Public Resources 53 Raymond James 3 Frasca & Associates 4 Larson Consulting 16 Ponder 14 Ford & Associates 42 Dunlap & Associates 28 Kaufman Hall 9 26,725 6,313 6,041 5,559 3,564 3,517 2,900 2,274 1,807 1,716 Note: Client list is as of April 1, 2022 and is for informational purposes only. It does not represent an endorsement or testimonial by clients of PFM Financial Advisors LLC. 29 of 97 45 0 ----• • PFM's FLORIDA CLIENTS CITIES COUNTIES SCHOOL DISTRICTS TRANSPORTA llON Alachua• Belle Isle Alachua • Bay Alachua • Broward Canaveral Port Authority Boca Raton Brevard• Broward Citrus • Columbia Central Florida Expressway Boynton Beach• Clermont Clay • Collier • Flagle r Duval • Flagler Authority Cocoa Beach• Coconut Creek Highlands • Lake • Leon Hernando • Lake Hillsborough County Aviation Coral Gables • Coral Springs Marion • Martin • Miami -Dade Manatee• Marion Authority Daytona Beach DeBary• Monroe • Orange Martin• Miami-Dade Jacksonville Aviation Authority DeFuniak Springs Okeechobee Orange • Osceola Jacksonville Seaport Authority Delray Beach• Doral Osceola• Palm Beach Palm Beach Lee County Port Authority Fort Lauderdale• Fort Meade Pasco• Sarasota• Seminole Pasco• Polk • Putnam Melbourne Airport Authority Gainesville Santa Rosa Sarasota• Seminole Tampa Hillsborough Green Cove Springs St. Johns• St. Lucie Volusia • Walton Expressway Authority Groveland Volusia Tampa Port Authority Hallandale Beach• Hialeah SPECIAL DISTRICTS STATE OF FLORIDA Jacksonville• Key West Amelia National COD Assembly Division of Bond Finance HEALTHCARE • Leesburg CID UTILITIES Brooks Rehabilitation Margate • Madeira Beach Boggy Creek COD Jackson Health System Marco Island Greeneway Improvement District Clay County Utility Authority LifeSouth Community Blood Melbourne• Miami• Miramar Everest CMR COD Gainesville Regional Utilities Centers North Palm Beach • North Port Lakewood Ranch Stewardship Jacksonville Electric North Broward Hospital District Oldsmar • Orlando District Longleaf Pine COD Authority Orange County Health Ormond Beach• Palatka Myrtle Creek Improvement Orlando Utilities Commission Palm Beach• Palm Beach District Midtown Improvement Facilities Authority Winter Park Health Foundation Gardens District HIGHER EDUCATION Panama City Beach New Port Tampa Bay COD Flagler College Plantation • Pompano Beach North Sumter County Utility Florida Gulf Coast University OTHER AUTHORITIES Riviera Beach •Satell ite Beach, Dependent District New College Blueprint Intergovernmental St. Augustine •St. Pete Beach Poitras East COD Nova Southeastern Univers ity Agency St. Petersburg• Sunrise Sumter Landing COD Stetson University Florida Development Finance Tallahassee• Temple Terrace Sunbridge Stewardship District St. Leo University Corporation Titusville • Vero Beach The Villages COD University of North Florida Sunshine State Governmental Tomoka COD Financing Commission West Palm Beach University Park Recreation University of South Florida Winter Haven • Winter Garden District University of West Florida Tampa Bay Water Winter Park• Winter Springs Village of Gulfstream Park COD 6 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Team References Provided below are 5 Florida City references we encourage the City to reach out to. It is important to note the length of time we have worked with many of these clients, in most cases being re-hired through multiple RFP cycles. City of Daytona Beach, FL 301 S. Ridgewood Ave Daytona Beach, FL 32114 Patricia Bliss Chief Financial Officer (386) 671-8060 blissp@codb.us Engagement Manager: Jeremy Niedfeldt Services Provided: Financial Advisory, Long-Term Planning, Debt Structuring and Optimization, Credit Rating Management Dates of Service: 2010 to Present City of DeBary, FL 16 Colomba Road DeBary, FL 32713 Liz Bauer Finance Director (386) 601-0227 LBauer@DeBary.org Engagement Manager: Jeremy Niedfeldt Services Provided: Financial Advisory, Long-Term Planning, Debt Structuring and Optimization, Credit Rating Management Dates of Service: 2015 to Present City of Jacksonville, FL 17 W. Duval Street, City Hall Jacksonville, FL 32202 Randall Barnes Treasurer (904) 255-5351 rbarnes@coj.net Engagement Manager: Jeremy Niedfeldt Services Provided: Financial Advisory, Long-Term Planning, Debt Structuring and Optimization, Credit Rating Management, Ad Valorem planning Dates of Service: 1998 to Present City of Leesburg, FL 501 W. Meadow St. Leesburg, FL 34748 James A. (Jim) Williams Finance Director (352) 728-9715 james.williams@leesburgflorida.gov Engagement Manager: Jeremy Niedfeldt Services Provided: Financial Advisory, Long-Term Planning, Debt Structuring and Optimization Dates of Service: 2014 to Present City of Tallahassee, FL 300 South Adams Street, Box A-32 Tallahassee, FL 32301 Jim Cooke City Treasurer-Clerk (850) 891-8146 jim.cooke@talgov.com Engagement Manager: Jeremy Niedfeldt Services Provided: Financial Advisory, Long-Term Planning, Debt Structuring and Optimization, Credit Rating Management Dates of Service: 2007 to Present 30 of 97 46 0 A w ,,,.. .. --. . ~ / \ . i ,, .. __ ----~ ' ~-L ITYO~ ~LAHASSEE 7 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Additional State of Florida References Alachua County, FL 12 S.E. First Street, 4th Floor P.O. Box 939 (32602-2877) Gainesville, FL 32601 Todd Hutchison Finance Director (352) 374-3605 nth@alachuaclerk.org Engagement Manager: Jeremy Niedfeldt Services Provided: Financial Advisory, Long-Term Planning, Debt Structuring and Optimization, Credit Rating Management Dates of Service: 1990 to Present Brevard County, FL 400 South Street Titusville, FL 32781 Kathy Wall Special Projects Coordinator IV (321) 633-2001 ext. 55337 Katherine.Wall@brevardfl.gov Engagement Manager: Jay Glover Services Provided: Financial Advisory, Long-Term Planning, Debt Structuring and Optimization, Credit Rating Management Dates of Service: 2002 to Present Pasco County, FL 7536 State Street, 2nd Floor New Port Richey, FL 34654 Robert Goehrig Budget Director (727) 847-8980 ext. 8476 rgoehrig@pascocountyfl.net Engagement Manager: Laura Howe / Brent Wilder Services Provided: Financial Advisory, Long-Term Planning, Debt Structuring and Optimization, Credit Rating Management Dates of Service: 2018 to Present Seminole County, FL 1301 E. Second Street Sanford, FL 32771 Lorie Bailey-Brown CFO/Resource Management Director (407) 665-7172 lbaileybrown@seminolecountyfl.gov Engagement Manager: Jay Glover / Laura Howe Services Provided: Financial Advisory, Long-Term Planning, Debt Structuring and Optimization, Credit Rating Management Dates of Service: 2021 to Present Volusia County, FL 123 West Indiana Avenue DeLand, FL 32720 Ryan Ossowski Chief Financial Officer (386) 943-7054 rossowski@volusia.org Engagement Manager: Jay Glover Services Provided: Financial Advisory, Long-Term Planning, Debt Structuring and Optimization, Credit Rating Management Dates of Service: 2018 to Present 31 of 97 47 0 PASC COUNTY FLORIDA OP£N Swas.11P, ... vr Pu,ca: ' ~,.,,. - Volu~!g..~<;1unty 8 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Jeremy Niedfeldt, Managing Director Jeremy Niedfeldt is a Managing Director in PFM’s Orlando office and will serve as the Engagement Manager and be the day-to-day contact. Jeremy will provide primary transaction management support for the City’s engagement. He will also coordinate the firm’s efforts to provide analytical and technical support as needed. Jeremy has significant experience working with cities throughout the state to include Alachua, Daytona Beach, DeBary, DeFuniak Springs, Fort Meade, Green Cove Springs, High Springs, Jacksonville, Leesburg, Mexico Beach, Newberry, North Port, Oldsmar, Palatka, Sebring, Springfield, Tallahassee, Town of Palm Beach and Vero Beach. Jeremy has been serving Florida municipal clients as part of the PFM team for more than 16 years and has experience advising on long term capital planning projects, comprehensive modeling for specific client engagements, and complex debt structuring programs. His efforts are primarily focused on general municipal issuers such as cities, counties and local agencies. He is a technical analyst at the core, and he enjoys the challenge of creating innovative solutions to meet client’s needs by providing specific and unique advice. Jeremy has provided transaction management support through a variety of financing alternatives to include negotiated and competitive public bond offerings, privately placed bank loans, floating rate notes, commercial paper programs and lines of credit. His experience includes the use of credit support facilities used to secure variable rate debt, credit enhanced fixed rate debt and derivative products. Florida clients with whom Mr. Niedfeldt has worked with in addition to the cities listed above include counties such as Alachua, Bay, Clay, Duval, Highlands, Lake, Leon, Okeechobee, Orange, Osceola, Santa Rosa, Walton and Washington. He has also worked with agencies and special districts such as Alachua County Library District, Blueprint Intergovernmental Agency, Clay County Utility Authority, Palm Beach County Solid Waste Authority, and the South Florida Water Management District. Jeremy also works with clients in South Carolina, including Charleston County School District, the City of Hardeeville, the City of Walterboro and Saint Andrews Public Service District1. Prior to graduating from college, Jeremy served his country as a Sergeant in the US Army. He was a first line supervisor and radar technician. Jeremy graduated summa cum laude from the University of Florida with a bachelor’s degree in Finance, and later received his Master of Business Administration Degree from the University of Florida. He is a registered Municipal Advisor Representative (Series 50) and over the years has served as a Director for local not-for-profits and community Boards. Office Location 200 S. Orange Avenue Suite 760 Orlando, FL 32801 Contact Information niedfeldtj@pfm.com 407.406.5759 (office) Education Master of Business Administration University of Florida Bachelor of Science in Finance University of Florida Professional Designations or Licenses Municipal Advisor Representative (Series 50) Years with PFM 16 Years Years of Experience 21 Years 1 Client list as of April 1, 2022 is for informational purposes only and does not represent an endorsement or testimonial by clients of PFM’s financial advisory services. 32 of 97 48 0 ------------------------------ 9 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Laura Howe, Director Laura Howe joined PFM in 2010 and currently serves as a Director in the firms Orlando office. Ms. Howe is a project manager for many of PFM’s Southeast clients, providing client support on over 250 transactions with a total par of more than $16.5 billion and specializing in unique financings. She is responsible for serving as project manager on financial advisory engagements, performing credit analysis, structuring and sizing municipal bond issues, performing analysis of refunding opportunities and providing debt/strategic plans for clients. She has experience with competitive bond sales and negotiating pricings for both tax-exempt and taxable new money and refunding bond issues as well as interest rate swaps. She has extensive experience working with rating agencies, bond insurers and other market participants and has been instrumental assisting clients with the negotiation of more favorable terms for bank credit facilities and direct placements. Before joining PFM, Ms. Howe was a project manager for General Dynamics, a government contractor supporting the United States military. During her tenure, she managed more than $8 million of projects annually and supervised a team of more than 90 employees. Prior to her time with General Dynamics, Laura served as a session legislative analyst for the Florida Senate Majority Office. Laura graduated from Florida State University with a Bachelor of Science degree in Multinational Business, and later received her MBA from Florida State University. She is a registered Municipal Advisor Representative (Series 50) and serves on the Council of the East Central Region of Leadership Florida and previously served on the Board of the Florida Chapter of Women in Public Finance. She is an active sponsor and past speaker for FSFOA. Office Location 200 S. Orange Avenue Suite 760 Orlando, FL 32801 Contact Information howel@pfm.com 407.406.5774 (office) Education Master of Business Administration Florida State University Bachelor of Science in Multinational Business Florida State University Professional Designations or Licenses Municipal Advisor Representative (Series 50) Years with PFM 12 Years Years of Experience 18 Years 33 of 97 49 0 ------------------------------ 10 City of Deltona Proposal for Financial Advisory Services | RFP #22036 James “Jay” Glover, Managing Director Jay Glover is a Managing Director in PFM’s Orlando, Florida office. Jay has assumed an active role in providing project management services to clients throughout the Southeast. Over the last 21 years, Jay has been one of the most active financial advisors in the southeast in terms of both total par amount and number of transactions completed. He has taken an active role in working with clients on new money issuances, refundings, pooled financings, conduit borrowings, derivative products analyses, and innovative financing solutions. The clients that Jay serves are located primarily in Florida and include cities, counties, school districts, and a variety of authorities. His project finance experience includes water and sewer, economic development, transportation, sports venues, education, public power, solid waste, pension bonds and special assessment programs. Local governments for which Jay currently serves as project manager are the Counties of Brevard, Volusia, Lake, Seminole, Sarasota, Orange, Marion, Flagler, St. Johns, and St. Lucie; the cities of Marco Island, Melbourne, Titusville, Cocoa Beach, St. Petersburg, Gainesville, Boca Raton, Boynton Beach, Ormond Beach, Delray Beach, Coral Gables, Winter Garden and Winter Park; the School Districts of Volusia County, Sarasota County, and Seminole County1. Mr. Glover has expertise in conducting competitive bond sales and negotiating pricings for both tax-exempt and taxable new money and refunding bond issues. Since joining PFM in 2000, Mr. Glover has served as project manager on over 500 transactions with a total par amount of over $15 billion. Mr. Glover has worked with Orange County, Florida to help improve its implied general obligation ratings to AAA from Fitch and Kroll, its tourist development tax ratings to AA/Aa2/AA- from Fitch, Moody’s and S&P and its water and sewer system ratings to AAA from S&P and Fitch. Each of these ratings have been maintained throughout the current COVID-19 pandemic. Jay is an active sponsor and past speaker for the Florida Association of Counties, Florida School Finance Officers Association, Florida Government Finance Officers Association and other industry consortia. He is a registered Municipal Advisor Representative (Series 50). Office Location 200 S. Orange Avenue Suite 760 Orlando, FL 32801 Contact Information gloverj@pfm.com 407.406.5760 (office) Education Master of Business Administration University of South Carolina Bachelor of Science in Business Administration College of Charleston Professional Designations or Licenses Municipal Advisor Representative (Series 50) Years with PFM 21 Years Years of Experience 21 Years 1 Client list as of April 1, 2022 is for informational purposes only and does not represent an endorsement or testimonial by clients of PFM’s financial advisory services. 34 of 97 50 0 ------------------------------ 11 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Mara Lugo, Senior Analyst Mara Lugo joined PFM in 2018 and works as a financial advisory analyst based in the Miami office. In this role, she provides technical and quantitative analytical support for client engagements primarily in Florida and works with issuers like City of Jacksonville, Pasco County, Broward Schools1 and various other local governments throughout the state. Her present duties include structuring, sizing and pricing new money and refunding municipal bond issues, as well as performing analysis of refunding opportunities and providing multi-year financial modeling for strategic planning, capacity analysis and ratings support. She has been involved in executing debt transactions totaling over $2.4 billion in par. Prior to joining PFM, she worked in public policy and project management while completing an MBA with a concentration in Finance. Mara is a registered Municipal Advisor Representative (Series 50). Office Location 222 Ponce De Leon Blvd 3rd Floor Coral Gables, FL 33134 Contact Information lugom@pfm.com 407.406.5765 (office) Education Master of Business Administration (MBA) Crummer School of Business Rollins College Bachelor of Arts in Journalism University of Richmond Professional Designations or Licenses Municipal Advisor Representative (Series 50) Years with PFM 4 Years Years of Experience 6 Years 1 Client list as of April 1, 2022 is for informational purposes only and does not represent an endorsement or testimonial by clients of PFM’s financial advisory services. 35 of 97 51 0 ------------------------------ 12 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Matin Tadzhiev, Analyst Matin Tadzhiev joined PFM in 2022, working in the Orlando office as a Financial Advisory Analyst. In this role, he performs quantitative and scenario analysis regarding the sizing, structuring, timing, and pricing of new money municipal issuances, as well as performing refunding analysis on outstanding debt issuances. He assists his team in the general government sector, preparing these analyses, as well as marketing and proposal reports, for current and potential clients. Matin graduated from the University of Central Florida with a Bachelor’s in Finance. Office Location 200 S. Orange Avenue Suite 760 Orlando, FL 32801 Contact Information tadzhievm@pfm.com 407.406.5757 (office) Education Bachelor in Finance University of Central Florida Years with PFM <1 Year Years of Experience <1 Year 36 of 97 52 0 ------------------------------ 13 City of Deltona Proposal for Financial Advisory Services | RFP #22036 B. Other Relevant Financing Experience Provide a description of your proposed personnel's relevant experience over the last three years with other clients that you believe are relevant to this proposed engagement. Identify other, nonmunicipal, clients for which you are currently serving as financial advisor or underwriter. Include three case studies, if available, that illustrate your experience with relevant services where the proposed personnel have served as financial advisor. As the leading financial advisor in Florida and Nationally, PFM has experience with virtually every type of municipal debt issuance. In many cases, PFM was at the forefront of innovative financing structures that assisted our clients in meeting their long-term strategic vision. The information provided throughout this proposal highlights our involvement in an expansive range of financings. In 2021, we served as financial advisor in Florida on 66 publicly offered bond transactions with a par amount in excess of $5.1 billion (Source: Refinitiv, formerly Thomson Reuters). In addition to publicly offered bonds, PFM also advised on 88 privately placed bank loans in the state of Florida during 2021 with a par amount exceeding $2.1 billion. On a combined basis, the Florida PFM team advised on 154 bank loan and bond transactions with an aggregate par of $7.2 billion (Source: Refinitiv and Internal Records). It is worth noting that even though we advise on almost as many transactions as the rest of our competitors combined, we have significantly higher staffing levels, and our per-transaction par amount is lower than the next three firms in the rank charts and below the average of all our competitors listed here in 2021. We serve a wide range of government clients, from some of the smallest in the state to the largest. PFM also has a balanced approach between competitive and negotiated transactions, providing an unbiased recommendation on what approach is the best fit given the circumstances of the transaction and policy objectives of our clients. In subsections C through G, we provide overviews and/or case studies detailing our experience with long- term strategic financial planning and specific financing types. In this subsection, we’ve provided some case studies that cover our other relevant experience working with issuers similar to the City to include:  Lease Financings  Public-Private Partnerships  Lines of Credit  Commercial Paper  Rolling Medium Term Notes  CRA Financings 37 of 97 53 0 202 1 Full Year Flo ri da Overall Long Term Mun icipal New Issues Municipal Financia l Advisory Ranking -Equal to Each Financial Advisor Sou rce: Re fi nit iv #issues $ in millions PFM 66 5,126 P ubl ic Resources Advisory Group 18 2 ,149 Hi lltop Sec urities 7 1,422 Ponder& Co 5 531 RBC Capita l Markets 9 432 Ca ine Mitter & Associates Inc 2 ■ 275 Hamli n Capital Advisors 5 ■ 262 Kaufma n Hall & Associates Inc 2 ■ 255 D unl ap & Associates 6 ■ 252 Bu ildi ng Hope Services LLC 18 142 14 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Lease Financings PFM has worked with many issuers to utilize lease financings to fund the purchase of vehicles, heavy equipment, technology, energy efficiency improvements and public safety equipment. This type of financing can be used to cost effectively finance assets over their useful life without the need to provide a pledged revenue to secure the financing, which in turns preserves future debt capacity for longer term capital projects. It is our experience that the specific asset vendors will also provide a financing option (vendor lease financing). However, we have found that municipalities can receive better financing terms, both rates and covenants, by separating the asset purchase from the financing through a PFM assisted process to procure a lease financing provider. CASE STUDY: Leon County, FL – Master Tax-Exempt Lease (ESCO), Series 2020 A recent example of this is a lease financing that PFM completed for the County to fund the purchase and installation of equipment related to energy conservation matters in the fiscal year 2021. PFM initially prepared a Bank Loan RFP for distribution on July 16, 2020. Through the Q&A process with various funding institutions, PFM also allowed lease proposals in addition to traditional bank loans. The County received six (6) proposals (2 leases and 4 bank loans) with rates as low as 1.761% for a 15-year repayment. The lease proposal provided not only the lowest rate, but also maximum flexibility regarding the repayment structure. The lease structure does not impact the County’s debt coverage on its Capital Improvement Bonds. PFM has implemented similar structures for dozens of clients over the last few years. CASE STUDY: City of Titusville, FL – Lease Financing PFM has worked with many issuers to utilize lease financings to fund the purchase of vehicles, heavy equipment, technology, energy efficiency improvements and public safety equipment. This type of financing can be used to cost effectively finance assets over their useful life without the need to provide a pledged revenue to secure the financing, which in turns preserves future debt capacity for longer term capital projects. It is our experience that the specific asset vendors will also provide a financing option (vendor lease financing). However, we have found that municipalities can receive better financing terms, both rates and covenants, by separating the asset purchase from the financing through a PFM assisted process to procure a lease financing provider. A recent example of this is a lease financing that PFM completed for the City of Titusville to fund the purchase of vehicles and equipment in the fiscal year 2021 capital improvement program. The City received six (6) proposals with rates as low as 0.8736% for a 5-year repayment. The master lease structure also allows the City to draw funds down as the purchases are being made thus minimizing the amount of interest paid. PFM has implemented similar structures for dozens of clients over the last few years. Public-Private Partnerships CASE STUDY: Alachua County, FL – Tourist Development Tax Revenue Bonds Series 2021A/B Bonds PFM has worked with Alachua County since 1994, on numerous projects to include financings supported by sales tax, limited and full GO, tourist development tax, 38 of 97 54 0 15 City of Deltona Proposal for Financial Advisory Services | RFP #22036 equipment lease and covenant to budget and appropriate. One recent example is our work with the County team to secure an agreement with a developer partner to construct and then manage an indoor sports complex in a critical growth area of the County. Throughout 2021 PFM worked alongside County staff to negotiate terms of the developer agreement, and work through the procurement Lines of Credit CASE STUDY: City of Jacksonville, FL – Commercial Paper Notes The City of Jacksonville, Florida has managed a Commercial Paper (“CP”) program to meet its objectives of low-cost interim financing, liquidity to stabilize fund balance, and immediate access to the capital markets during storm- or economic-related emergencies. This strategic approach has changed over the years to include traditional liquidity facilities and a bank line of credit. Furthermore, the program size has ranged from $75 to $150 million based on the City’s anticipated needs while aiming to minimize unutilized program carrying costs. From 2016 to 2019, the City used a combination of traditional CP and a bank line of credit, which allowed the City to draw on the most cost-effective alternative. During this period, CP pricing was more favorable compared to the line of credit, as shown in our index tracking model to the right. The City currently has $100 million of CP capacity with a bank Letter of Credit (“LOC”), and slightly more than half of that amount is currently placed. The City will paydown a significant portion of that CP with its annual borrowing during the fall. As has been done in the past, prior year authorizations for project spending have been efficiently funded with CP draws, and then taken out towards the end of each fiscal year with a long-term financing. This approach has saved the City significant amounts of negative arbitrage costs that would have been incurred through advance deposits into a yield-restricted project fund account. An added benefit to this approach is the increased flexibility to manage fund balance in years of revenue declines, and this program has provided for a very stable and consistent trend of fund balance growth, even in challenging economic cycles. CASE STUDY: Bay County, FL – Variable Rate Line of Credit Hurricane Michael made landfall on October 10, 2018, with the eye of the storm making a direct hit on Bay County. While the County was mobilizing recovery efforts, PFM went right to work discussing with lenders the ability to obtain funding on an expedited basis for debris cleanup in anticipation of FEMA reimbursements. On November 6, 2018, the County passed a resolution to approve an aggregate amount of not-to-exceed $300 million of storm related financings. The first two tranches were structured as direct placement loans with interest only for a 3-year period and the ability to prepay at any time without penalty. The third financing (Series 2019C) was structured as a draw down line of credit for $100 million to give the flexibility to draw down funds as needed so interest accrues only on funds as they are used. This interim financing tool particularly made sense for the County given the incremental payback from FEMA reimbursements and uncertainty with respect to timing of those funds. - 0.50% 1.00% 1.50% 2.00% 2.50% 3.00% SIFMA Index Bank Line of Credit Index Jacksonville's CP Placements 39 of 97 55 0 • 16 City of Deltona Proposal for Financial Advisory Services | RFP #22036 On the County’s behalf, PFM distributed a Request for Proposals (RFP) to solicit bids for tax-exempt line of credit with a 2-year draw period with options for an interest-only term of 3 year and/or 5 years. The County receive eight (8) proposal, half of which offered to fund only a portion of the facility. A summary of the RFP results is provided to the right. Ultimately, the County selected PNC Bank’s proposal for line of credit with a variable rate of interest equal to 79% of LIBOR + 0.57% that resets monthly. Issuing variable-rate debt can allow an issuer to realize lower interest costs over the long run compared to issuing fixed- rate debt at a higher rate because short-term interest rates are historically lower than long- term interest rates. Although a floating rate does present a degree of interest rate risk, it also provided a diversification benefit to the County in the context of the total debt issued for the aftermath of Hurricane Michael. In October 2020, the County issued its fourth and final tranche of Hurricane Michael-relief debt as another fixed-rate direct loan. Working with the County’s current bond documents, the storm-related financings were secured via a covenant to budget and appropriate (CB&A) non-ad valorem revenues and structured to conform to outstanding bond issue coverage requirements. Each financing was structured with a longer principal repayment structure (up to 15 years), which allows the County to retain additional debt capacity for new money projects needed during the recovery efforts. However, all loans can be prepaid at any time without penalty upon receipt of state and federal reimbursements. As the County pays off the obligations, PFM continuously updates the County’s Anti-Dilution Test in order to gauge coverage. Rolling Medium Term Notes CASE STUDY: City of Jacksonville, FL – Better Jacksonville Program RMTNs The City of Jacksonville, Florida has managed a long-term debt program that allows for maximum flexibility in market access using multi-modal documents. This strategic approach has allowed the City to issue a mix of variable rate, fixed rate, synthetic fixed rate, and a hybrid concept called Rolling Medium Term Notes (RMTNs). RMTNs are issued with a “scheduled” maturity out in the future with a “stated” maturity priced earlier in the structure. This is a technique used when the yield curve has a “normal” upward slope and the program benefits from a lower interest rate during the initial placement. This approach carries a certain level of interest rate and liquidity risk that needs to be managed. Both rating agencies and investors require additional disclosure regarding the mechanics of how this approach will be implemented, but savings to the City over time has been significant. 40 of 97 56 0 0 Revenue Note, Series 2019C -RFP Results • Th e tablM b&w show the r.angf! of ratM that wete propos.ed, org.an luld by conmitrnf!nt level and tetm. Ful Commitment 3 YEAR TERM 5 YEAR TERM FLOFC 2.n a'Ji. -2.n a-. wnable JPMorgan 2.64314 -2.n3'4 wnable P NC lllank 2.4~ nxed 2.7~ .... ,.,.,. ........ 2.,.,. 'lerl at:le SUI .. Strttt 2493~ ....... p.,,;-, Commitment f,3j fid /i SP!i:#i, Capita I City 8ank ,.,_ dud , ...... ""' ,, .... \lflr1ablt 1 """' -..rtablt1 Htnc«k Wl'll 1n.-V Bt nk """' ftUd Key Govarnmenl l'lna net ,,_ ft~ed , ... ,. ""' 2.8-48'"4 ftxed2 3.075'4 """ ,..,... -2.964% wnable "tglOnt Ctplttl Ad vanttge 2 "'" -2747"4 ._.rlablt •~"lieNR°donAfo,p~Aime.lQre •-""""~"'reJ .en:le'lldllo79'j;o,~Q/rl,b]f,tl90Rplir,,.~ "TWD~ra'leS-~~Oll~lletmdl-COO!MOOJ ePFM 17 City of Deltona Proposal for Financial Advisory Services | RFP #22036 As shown in the graph to the right, the original schedule maturity resulted in DS represented by the red line. With rates trending lower over time and built-in savings achieved from issuing debt shorter on the yield curve, the actual debt service is represented by the blue line. The difference between the red line and the blue line represents savings, and this amount is more than $60 million throughout the life of the program. CRA Financings CASE STUDY: Panama City Beach, FL – CRA Financing The City of Panama City Beach (the “City”) has long been a family beach destination; known for its sugar-sand beaches. Over the years, the basic infrastructure along the oceanfront deteriorated to the point where the City created a Community Redevelopment Agency (CRA) to aid in eliminating the blight. The City developed a simple, yet comprehensive strategy for developing basic infrastructure so that the prime location could “sell itself.” In the early years before the Tax Increment revenues grew, the City focused on enhancing water and sewer capacity and service levels and developed a consensus among the community leaders regarding transportation, parking and beach access. The final Redevelopment Plan incorporates a complete reconstruction of the primary roads and access roads to enhance efficient circulation, beachside parking and transit at an estimated cost of over $300 million. The City’s year-round population is only 5,000 and the City does not levy property taxes, so there is limited ability to fund the projects. PFM was retained to develop a strategy to implement the financing component of the Redevelopment Plan. During the first four years of the CRA, massive redevelopment of dilapidated hotels and condominiums resulted in growth in tax increment revenues to over $10 million. While this cash flow is significant, it is almost impossible to obtain investment grade ratings and bond insurance for start-up tax increment financings. The fact that the City is located on the Gulf of Mexico, and thus has risks associated with severe weather events, complicated the credit review as well. PFM worked with staff and legal counsel to develop a blended credit comprised of special assessments and tax increment revenues in order to enhance the credit to the point where bond insurance could be obtained. We 0 5 10 15 20 25 30 35 40 $ MillionsFixed Debt Service Series 2010B Series 2011B Scheduled Amortization Aggregate Debt Service 41 of 97 57 0 18 City of Deltona Proposal for Financial Advisory Services | RFP #22036 developed financing documents that provide a double barrel pledge of tax increment revenues and assessments. No assessments were levied for the initial financing, but the financing documents allow for assessments to be added in the future. If assessments are added pursuant to specified criteria, they can be used to offset debt service almost dollar for dollar. The documents are structured so that the assessments must be authorized to count as security for the financing, but only 10% of the maximum assessment has to be levied. This enables the City to obtain almost 100% leverage off of tax increment revenues instead of having 150% to 200% coverage often required for this type of financing. Even with strong leverage, the City obtained an “A” credit rating, which is extremely rare for a new CRA. This structure will enable the City to complete the projects in as little as 5 to 7 years instead of the 30 years that would have been required for a pay-as-you-go program. Case studies are provided for informational purposes only and do not represent an endorsement or testimonial by clients of PFM’s financial advisory services. The results that PFM’s financial advisory business obtained for the client illustrated was dependent upon the client’s circumstances and market conditions at the time of the transactions and should not be viewed as a guarantee of future performance results. Graphics are provided for illustrative purposes only. 42 of 97 58 0 ------------------------------ 19 City of Deltona Proposal for Financial Advisory Services | RFP #22036 C. Long-term Strategic Financial Planning Experience Provide a description of your proposed personnel's relevant experience over the last three years. Include three case studies, if available, that illustrate your experience with relevant services where the proposed personnel have served as financial advisor. As a partner with the City, PFM works as an extension of staff with a long-term relationship in mind. We are not simply transaction oriented; we are involved at each step along the way to strategically implement policy objectives and goals. This begins with the most basic discussions regarding capital needs, financial risk tolerance and budget capacity. Affordability and strategic phasing are key to demonstrate an active management approach that will result in the City achieving and maintaining an efficient debt portfolio. One of the main tasks of the City’s financial advisor is to work with the City to maintain or improve its credit ratings. By doing so, we drive down the cost of borrowing and improve savings on refunding transactions. As a result of our experience advising hundreds of clients each year on the issuance of tax-exempt and taxable securities for a wide range of purposes, PFM has developed a clear understanding of the analytical methods utilized by Moody’s Investors Service (“Moody’s”), S&P Global Ratings (“S&P”), Fitch Ratings (“Fitch”), and more recently Kroll Bond Rating Agency (“Kroll”). Our professional staff is trained to conduct in-depth credit analyses comparable to the rating agencies, so that both credit strengths and weaknesses can be identified by the issuer prior to the presentation of materials to rating analysts. The Florida team has also developed strong relationships with the rating analysts over the years and understand the information they hone-in on during credit analysis. As an example, for decades credit ratings for Florida issuers were handicapped by rating agencies’ predisposition against tourism-heavy economies and high-growth regions. Rating agencies overvalued large, manufacturing-based economies, even as the national economy was moving to more of a service-based economy. And more recently, cyber security, environmental factors and long-term planning have become a big focus for Florida issuers given our coastal location and susceptibility to natural disasters. The approach we take has resulted in improved credit ratings for communities across the nation, as well as the maintenance of credit ratings during the current pandemic. The table to the right shows upgrades that some of our Florida clients have achieved in the last three years. Additionally, PFM worked closely with Orange County, Florida to maintain their tourist development tax ratings (AA/Aa2/AA-) despite revenue collections dropping from approximately $25 million per month prior to the pandemic to less than $1 million in April of 2020. 43 of 97 59 0 Rating Upgrades Among PFM Clients in Florida During Past 3 Years Issuer Credit Date Action City of Jacks onvi lie Issuer Defau lt Rating 5/1 1/'2022 Upgraded from "A.3 "to "A.2" byMoody s City of Jacks onvi lie Special Revenue 5/1 1/'2022 Upgraded from "A1 " to "Aa3 " byNbodys Cityof Rivi era Beach Non-.Ad Va lorem Revenue 8/3/'2021 Upgradedfrom "Aa-"to "M "by S&P Cityof Rivi era Beach General Obligation 8/3/'2021 Upgradedfrom "AA-"to "M "by S&P Schoo l District of Mlrtin County Issuer Defau lt Rating 6/9/'2021 Upgraded from "A+"to "M " byfitch School District of Mlrtin County COP 6/9/'2021 Upgraded from ".A:'to "A+" by fitch City of Port St. Lucie Water &Se wer 6/'2/'2021 Upgraded from ''AA-"to "AA'' by S&P City of Port Stlucie Utility System 6/1/'2021 Upgraded from ''.A+"to ''M" by fitch St .Johns County Water &Se wer 3/1/'2021 Upgraded from ''AA+" to ''/¥¥ii ' by S&P City of Jacks onvi lie Special Revenue 9/'28/'2020 Upgraded from ''A3 "to "A1 " by Nbod y s Brevard County Water &Se wer 7/'24/'2020 Upgraded from ''AA-"to ",At:,:; by fitch Cityof Panama CityBeach Water &Se wer 6/19/'2020 Upgraded from "AA 'to "Mt" by f itch City of Vl.lnte r Ha ven Issuer Defau lt Rating 2,\5/'2020 Upgraded from ''AA-"to "J¥>:: byfitch Cityof Fort Lauderdale General Obligation 1/14/'2020 Upgraded from ''M+"to ''/¥¥ii ' by S&P Cityof Orlando CRA Tax Increment 11/'26/'2019 Upgraded from "A-"to ''Ii:.' by fitch CityofMam i Issuer Defau lt Rating 10/31/'2019 Upgraded from ''AA-"to ''M' byfitch CityofMam i Special Obli gation 10/31/'2019 Upgraded from ''.A+"to ''M" by fitch City of Port St Lucie General Obliga ti on 9/9/'2019 Upgraded from ''A+" to "Aa3 " by Nbod ys City of Lees burg Utility System 8/'21/'2019 Upgraded from ''AA-"to ''M' byfitch Orange County Sales Tax 6/'28/'2019 Upgraded from ''AA 'to ''Mt" by S&P Brevard County Water &Se wer 5/'24/'2019 Upgraded from ''AA-"to "AA'' by S&P 20 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Credit Rating Scorecard Evaluation Tools In our role as your financial advisor, we feel that the best way to prepare the City for interaction with the rating agencies is to provide you with the tools you need to understand their viewpoint. We then utilize that knowledge to assess strengths and weaknesses, and address each of those credit points in discussion with them. To demonstrate how we will work with the City on its ratings, we have provided a sample of an output from our Scorecard Analysis toolkit based on Moody’s general obligation rating criteria. We use tools like this to assess points of strength and weakness ahead of credit discussions and to inform policy makers about financial decisions that would be impactful to the credit score. Once the grid below is prepared, we review the results with the client and compare the data to the issuer’s existing rating. This is a simple example of how we partner with clients for better outcomes. As shown above and noted in Moody’s most recent credit analysis of the City, the City is in a good credit position bolstered by the City’s strong cash balances, low debt, and growing local economy. Tax base per capita, the City’s pension liability and Median Family Income score in the “A” range, which is lower compared to the City’s rating category based on Moody’s metrics. When evaluating the results of this credit analysis, we look at historical scores and see where the trend is (likely in the right direction given growth levels the City has seen) and point out that the City is still at the high end of the range for those particular criteria. For example, the Median Family Income as % of US Median, which scored lower than US Median has a healthy increasing trend (70% in 2015 to 84.5% in 2020). Also, the City’s cash balance as percent of operating revenues in 2019 Moody’s report was 79.8%, which was already stronger than the US median, but now it has Value Aaa Aa A Baa Ba B and Below Weight Implied Rating Tax Base Size: Full Value ($000s)$5,807,862 > $12B $12B ≥ n > $1.4B $1.4B ≥ n > $240M $240M ≥ n > $120M $120M ≥ n > $60M ≤ $60M 10% Aa Tax Base Per Capita $63,460 > $150,000 $150,000 ≥ n > $65,000 $65,000 ≥ n > $35,000 $35,000 ≥ n > $20,000 $20,000 ≥ n > $10,000 ≤ $10,000 10% A Median Family Income as % of US Median 84.5%> 150% of US median 150% to 90% of US median 90% to 75% of US median 75% to 50% of US median 50% to 40% of US median ≤ 40% of US median 10% A Fund Balance as % of Revenues 65.7%> 30.0% 30.0% ≥ n > 15.0% 15.0% ≥ n > 5.0% 5.0% ≥ n > 0.0% 0.0% ≥ n > -2.5%≤ -2.5%10% Aaa 5-Year Dollar Change in Fund Balance as % of Revenues 27.4%> 25.0% 25.0% ≥ n > 10.0% 10.0% ≥ n > 0.0%0.0% ≥ n > -10.0% -10.0% ≥ n > -18.0%≤ -18.0%5% Aaa Cash Balance as % of Revenues 97.2%> 25.0% 25.0% ≥ n > 10.0% 10.0% ≥ n > 5.0% 5.0% ≥ n > 0.0% 0.0% ≥ n > -2.5%≤ -2.5%10% Aaa 5-Year Dollar Change in Cash Balance as % of Revenues 52.9%> 25.0% 25.0% ≥ n > 10.0% 10.0% ≥ n > 0.0%0.0% ≥ n > -10.0% -10.0% ≥ n > -18.0%≤ -18.0%5% Aaa Institutional Framework Aa Very Strong Strong Moderate Limited Poor Very Poor 10% Aa Operating History: 5-Year Average of Operating Revenues / Operating Expenditures 1.1x > 1.05x 1.05x ≥ n > 1.02x 1.02x ≥ n > 0.98x 0.98x ≥ n > 0.95x 0.95x ≥ n > 0.92x ≤ 0.92x 10% Aaa Net Direct Debt / Full Value 0.62%< 0.75% 0.75% ≤ n < 1.75% 1.75% ≤ n < 4.00% 4.00% ≤ n < 10.00%10.00% ≤ n < 15.00%≥ 15.00%5% Aaa Net Direct Debt / Operating Revenues 0.5x < 0.33x 0.33x ≤ n < 0.67x 0.67x ≤ n < 3.00x 3.00x ≤ n < 5.00x 5.00x ≤ n < 7.00x ≥ 7.00x 5% Aa 3-Year Average of Moody's Adjusted Net Pension Liability / Full Value 1.1%< 0.90% 0.90% ≤ n < 2.10% 2.10% ≤ n < 4.80% 4.80% ≤ n < 12.00%12.00% ≤ n < 18.00%≥ 18.00%5% Aa 3-Year Average of Moody's Adjusted Net Pension Liability / Operating Revenues 0.9x < 0.40x 0.40x ≤ n < 0.80x 0.80x ≤ n < 3.60x 3.60x ≤ n < 6.00x 6.00x ≤ n < 8.40x ≥ 8.40x 5% A Total (100%)100% Aa1 Information sourced to Moody's MFRA Data *Provided for illustration purposes only Debt/Pension (20%) City of Deltona, FL – Moody's Rating Local Government General Obligation Scorecard* Economy/Tax Base (30%) Finances (30%) Management (20%) 44 of 97 60 0 ------------------------------ 21 City of Deltona Proposal for Financial Advisory Services | RFP #22036 increased to 92.5%. Furthermore, in 2019 the City had fund balance as a percent of operating revenues 50.2%, which strengthened to 62.5% (US median for 2020 was 34.6%). Both metrics indicate financial strength and healthy trends. All of these factors equate to a high credit quality scorecard indicative rating of Aa1. Given the City’s current rating of Aa2, one of PFM’s first tasks upon being engaged could be having a discussion with Moody’s about the particular notching factors that were used in assigning the Aa2 and discuss the potential for a rating upgrade. As part of our rating analysis process, we also include extensive, peer-based benchmarking and a comparison to the rating medians. In our view, this provides valuable context but is not and should not be the sole factor in evaluating debt capacity assessments, or decisions regarding potential debt issuances. Below we compare city of Deltona to a few comparable issuers from around the state. CASE STUDY: Charleston County School District, SC – Capital Planning In the late 1990s, the Charleston County School District made the strategic decision to rebuild its infrastructure base that had suffered from years of neglect. At the same time, growth in new areas of the District created a need for new space. The District embarked on an ambitious $500 million, 5-year capital plan; Phase I, which grew into a 30-year, five-phase program, consisted of general obligation bonds, Installment Purchase Revenue Bonds (IPRBs), and three sequential voter approved sales taxes. The total capital program exceeds $2.5 billion. PFM has advised the District on this capital program since 2004 when Phase I was nearing its completion. Our effort was complicated by the fact that the District had used all of its legally available debt capacity (8% GO debt and referendum approved GO debt) but was short on funds to complete the projects. In a matter of weeks, PFM (1) developed a list of options to generate the funds to complete the capital plan, (2) assisted the Board in determining the optimal plan of finance and (3) implemented a complex sequence of BANs, GO Bonds and IPRBs to complete Phase I and start Phase II of the capital program at the lowest effective cost. Phase Approximately Amount Time Period Type of Program I 200,000,000 1999-2005 General Obligation Bonds II 600,000,000 2005-2011 Installment Purchase Revenue Bonds III 450,000,000 2011-2016 Sales Tax (1) IV 600,000,000 2017-2022 Sales Tax (2) V 750,000,000 2023-2028 Sales Tax (3) 2,600,000,000 CCSD Long-Term Strategic Capital Program Moody's Financial Ratio Analysis Long Term Issuer Rating* Total General Fund Revenues ($000) General Fund Balance as % of Revenues Unrestricted, Uncommitted General Fund Balance as % of Revenue Total Full Value ($000) Top Ten Tax Payers as % of Total Direct Net Debt as % of Full Value Debt Service as % of Operating Expenditures Population (Actual/Estimated, Annual Value) City of Deltona Aa2 49,987 84.7 53.4 5,807,862 5.5 0.6 4.2 91,520 Daytona Beach Aa2 97,959 25.7 24.4 8,684,446 14.7 0.5 5.1 67,351 Miami Beach Aa2 22,632 50.9 43.0 9,132,902 4.2 0.1 2.5 89,018 Pompano Beach Aa2 157,691 36.6 34.4 18,732,745 4.3 0.7 4.5 112,058 West Palm Beach Aa2 180,264 21.3 9.3 19,553,833 8.0 1.7 11.4 115,176 Sunrise, FL Aa2 84,418 58.0 35.8 12,240,378 16.4 0.8 5.0 93,365 Median Aa2 91,189 43.8 35.1 10,686,640 6.8 0.7 4.8 92,443 Data as of FYE 2020 * The Rating displayed in MFRA is the most recent derived underlying rating issued by Moody's Investors Service, Inc. Analyst Adjusted - Local Governments - Comp Report Financial Data : Financial Statistics & Ratios 45 of 97 61 0 ------------------------------ 22 City of Deltona Proposal for Financial Advisory Services | RFP #22036 This included the issuance of $135 million Installment Purchase Revenue Bonds—a unique financing structure that only a limited number of school districts in South Carolina utilized at the time. Perpetual Strategic Capital Planning – In 2005, after realizing the impact of years of neglecting maintenance and renovation needs, the District desired to create a perpetually funded strategic capital plan; in its simplest form the plan calls for rebuilding all its capital base AND providing for maintenance and renovation over time so that at the end of the program (2032) the District has (i) well maintained and current capital base and (ii) funding available to maintain and improve facilities. PFM helped the District develop a strategy to fund Fixed Costs of Ownership and Capital Maintenance annually as part of its millage levy that also covers the cost of debt service on all outstanding debt. By 2032, it is anticipated that all existing debt will be retired, and the program will require no more long-term debt. CASE STUDY: Ratings Presentation for Pasco County, Florida’s G.O. Bond Program PFM assists clients with crafting rating presentations that reflect the unique attributes of the particular client. Years ago, Pasco County was viewed as a rural county shifting to a suburban community. Now, the County is transforming into part of the Tampa Bay urban region. As part of this evolution, management and leadership desired to communicate to the rating agencies regarding sophistication of County’s vision and planning. The slide to the left was part of the “story” demonstrating 21st-century leadership and manageable growth used when the County met with the rating agencies before issuing the first tranches of its General Obligation bond program, which was approved by voters in 2018. Following the ratings presentations, the County’s G.O. bonds were assigned ratings of “Aa2” and “AA” by Moody’s and Fitch, respectively. In addition, the County also received a concurrent upgrade from “Aa3” to “Aa2” by Moody’s on its Half-Cent Sales Tax bonds. Additional information regarding our approach to long-term strategic financial planning is provided in TAB 4. Below and on the following pages are case studies that demonstrate specific instances where PFM has assisted issuers in Florida with developing long-term financing plans to address a variety of challenges and needs. Major Construction New construction, renovation & replacement Fixed Cost of Ownership Major Repairs Capital Maintenance Major Maintenance Elements of the Capital Program 46 of 97 62 0 Strate g ic Planning Overview -, The Count y has adopted a Strategic Plan that lays out the vision and focus areas that the County will be targeting over th e next 4 years. , The Business Plan lays out the specific goals, strategies, and action items the various departments and divisions w ill be undertaking to support the Stra t eg ic Plan's 4 -year vision. , The Budget con t ains a Financial Strategy that outlines how the County will fund the actions and activities that support the Strategic Plan . ...... Claalf'I .............. _ ·- 23 City of Deltona Proposal for Financial Advisory Services | RFP #22036 CASE STUDY: City of Daytona Beach, FL (Developer Agreement) In 2014, the Daytona International Speedway ("DIS") requested support via developer agreement from the City to assist in advancing the One Daytona development project. The request from DIS was a $20 million up-front contribution for infrastructure needs (mostly water and sewer). PFM assisted the City in negotiating an agreement that better matched the cashflow expected from impact fee and tax increment revenues, to eliminate (or significantly reduce) the budgetary impacts to the City without utilizing the City’s debt capacity. PFM worked with City staff to develop a sensitivity analysis to project when the City's obligation will terminate, based on a negotiated low discount rate of payments from the City that match contributions from the project. The related $400 million Daytona Rising project was completed last year (January 2016) and the City has still not paid anything to DIS for improvements that are being made to the assessed property for One Daytona. CASE STUDY: Marion County, FL – Per Parcel Special Assessment Road Improvement Program PFM has served as the Marion County’s financial advisor since 1995. As part of this engagement, we assist the County with perhaps the most extensive road assessment program in the State of Florida. The program is funded through the issuance of competitively bid, privately placed bank loans that are secured solely by special assessments collected via the property tax bill. PFM has developed automated excel models that aggregate project costs among multiple Municipal Service Benefit Units (MSBUs) and calculate the maximum annual assessment based on projected interest rate and project costs. Annually PFM also performs calculations via an automated excel model that re-amortizes the loans and adjusts the annual assessment amount to take into account prepayment of assessments. The following are screen shots from these models that show breakdown of project costs per MSBU, sources and uses of funds from financing and calculation of prepayment amount and maximum per parcel assessment. Marion County, Florida Special Assessment Bond, Series 2021 Summary of Estimated Project Costs MSTU/Net Assessment Construction Engineering Assessment Legal Ad/ Construction Legal/ Construction Projects Costs Design Department Testing Assessment Role Clerk Contingency Financial Other Requirement NW 165th Court Rd $298,888.88 $22,532.50 $36,827.05 $3,370.00 $550.00 $3,150.00 $32,479.14 $10,000.00 $1,182.80 $408,980.37 Leonardo Est. NE 52nd Avenue $145,317.50 $17,185.00 $19,354.78 $3,450.00 $550.00 $800.00 $16,595.25 $10,000.00 $949.60 $214,202.13 Magnolia Shores $304,444.44 $25,762.00 $37,595.30 $1,569.00 $900.00 $3,450.00 $33,177.54 $10,000.00 $1,235.00 $418,133.28 Ridgewood $280,641.00 $18,117.50 $34,260.44 $2,700.00 $900.00 $4,450.00 $30,145.85 $10,000.00 $1,182.80 $382,397.59 Edgewood $167,259.20 $17,178.00 $21,685.09 $2,700.00 $900.00 $3,650.00 $18,713.72 $10,000.00 $1,182.80 $243,268.81 Emil-Marr $283,698.00 $17,495.50 $34,539.29 $2,800.00 $900.00 $4,850.00 $30,399.35 $10,000.00 $1,182.80 $385,864.94 Bluefields $121,552.96 $15,928.00 $16,390.11 $1,520.00 $900.00 $2,550.00 $13,900.10 $10,000.00 $995.60 $183,736.77 Subtotal - Series Projects $1,601,801.98 $134,198.50 $200,652.06 $18,109.00 $5,600.00 $22,900.00 $175,410.95 $70,000.00 $7,911.40 $2,236,583.89 Marion County, Florida Special Assessment Bond, Series 2021 Summary of Estimated Costs Net Assessment Net Max. Annual Max. Annual Total Less: Net Units Project Max. Annual Pro Rata Assessment Project Prepayment Project Cost Pro Rata Debt Service Assessment Units per Prepaid Subject to Cost Assessment Bond Project Cost Collections Financed Share per Project per Project Project Units Assessment per Unit per Unit Principal NW 165th Court Rd $408,980.37 142,007.00 $266,973.37 15.030% $30,577.00 $31,851.04 72.00 25.00 47.00 $5,680.28 $677.68 / parcel $269,265.41 Leonardo Est. NE 52nd Avenue $214,202.13 40,162.89 $174,039.24 9.798% $19,933.07 $20,763.61 16.00 3.00 13.00 $13,387.63 $1,597.20 / parcel $175,533.41 Magnolia Shores $418,133.28 103,018.30 $315,114.98 17.740% $36,090.76 $37,594.54 69.00 17.00 52.00 $6,059.90 $722.97 / parcel $317,820.33 Ridgew ood $382,397.59 68,745.60 $313,651.99 17.657% $35,923.20 $37,420.00 89.00 16.00 73.00 $4,296.60 $512.60 / parcel $316,344.78 Edgewood $243,268.81 23,327.15 $219,941.66 12.382% $25,190.36 $26,239.96 73.00 7.00 66.00 $3,332.45 $397.58 / parcel $221,829.92 Emil-Marr $385,864.94 39,779.90 $346,085.04 19.483% $39,637.82 $41,289.40 97.00 10.00 87.00 $3,977.99 $474.59 / parcel $349,056.27 Bluefields $183,736.77 43,232.16 $140,504.61 7.910% $16,092.28 $16,762.79 51.00 12.00 39.00 $3,602.68 $429.82 / parcel $141,710.88 Subtotal - Series Projects $2,236,583.89 $460,273.00 $1,776,310.89 100.000% $203,444.49 $211,921.34 $4,812.44 $1,791,561.00 47 of 97 63 Q) . I 24 City of Deltona Proposal for Financial Advisory Services | RFP #22036 The following loans have been completed for the County over the last 10 years, all of which are solely secured by special assessments (no back up pledge of the County’s general fund which is commonly required for these types of financings). In addition, all loans allow for prepayment without penalty so that loans can be paid down as property owners prepay assessments. CASE STUDY: City of St. Petersburg, FL – Multi-Phase Plan of Finance / Water & Sewer Consent Decree PFM has served as financial advisor to the City of St. Petersburg since 2010. During this time, we have assisted with implementing cost effective plans of finance to fund a variety of capital projects including the construction of a new police headquarters and pier, renovation of the Dali Museum, upgrades to Tropicana Field (home of Tampa Bay Rays), improvements to the public utility system and other general capital projects. Like many utility systems throughout Florida, the City has been faced with maintaining its existing utility assets in a fit-for-purpose condition while balancing changing environmental conditions that have started to impact its infrastructure. In 2015 and 2016, the City sustained heavy rainfall events that lead to unauthorized discharges into the Tampa Bay. As a result, the City entered into two consent orders with the Florida Department of Environmental Protection (FDEP) that were intended to improve the City’s ability to handle wet weather events through mandatory construction of infrastructure improvements. Since the City knew it would take considerable time for staff and the Consulting Engineer to develop the comprehensive capital improvement plan (CIP) that would allow the City to meet the requirements of the consent orders, it was determined that the City would issue a 1-year Bond Anticipation Note (BAN) in order to provide funding for the most immediate needs, while the long term needs and funding sources were being developed. In late 2017, we assisted the City with a request for proposals to identify a lending institution that would provide the City a 1-year BAN that was secured by a subordinate lien on the utility system revenues. The RFP resulted in JP Morgan being awarded the $120 million BAN at an interest rate of 1.36%. Upon completion of the fiscal years 2019-2023 CIP, a total of approximately $500 million of water, sewer and stormwater needs were identified. These needs would be funded through a combination of long- term bonds, SRF loans, Penneys for Pinellas sales tax proceeds, connection fees, and utility system revenues (pay as you go). One of the biggest hurdles to being able to complete the CIP in a cost effective manner was to maintain the system’s credit ratings at their current levels (Aa2 from Moody’s and AA from Fitch) despite the significant amount of debt being added to the system. PFM worked with City staff to create a rating presentation that focused on the core strengths of the City and system including: healthy reserve and liquidity position, strong debt service coverage, City Council that is willing to continue to support rate increases to support increased capital needs and a large system that is located in a regional economic center. Following meeting with each rating agency, all ratings were 48 of 97 64 0 Loan Description Spec ia l Assess ment Re venue Bond , Ser ies 2021 Spec ia l Assess ment Re venue Bond , Ser ies 2019 Spec ia l Assessment Re venue Bond , Ser ies 2017 Spec ia l Assess ment Re venue Bond , Ser ies 2016A Spec ia l Assessment Re venue Bond , Ser ies 2015A Spec ia l Assess ment Re venue Bond , Ser ies 2014A Spec ia l Assessment Re venue Bond , Ser ies 2013A Spec ia l Assess ment Re venue Bond , Ser ies 2012A Par Amount Interest Rate $1 ,791 ,561 1.60% $899 ,876 2.60% $1 ,599 ,564 2.41% $1 ,132,670 2.05% $302 ,676 2.79 % $3 ,105 ,919 2.96% $1 ,866 ,4 00 2.39 % $1 ,913 ,421 2.44% ~~ •c ~ .... st.petersburg 25 City of Deltona Proposal for Financial Advisory Services | RFP #22036 affirmed with stable outlooks. In September of 2018, the City competitively bid its $205 million Public Utility Refunding Revenue Bonds, Series 2018 to pay off the 1-year BAN and fund additional capital improvements identified in the CIP. The City received six (6) bids with Bank of America Merrill Lynch providing the winning bid at a true interest cost of 3.71%. In November of 2019, the City issued $95,580,000 Public Utility Revenue and Refunding Bonds, Series 2019A&B to continue funding projects to meet the requirements of the consent decree and refunding outstanding debt. The sale resulted in a true interest cost of 3.02% and generated $6.75 million of net present value debt service savings. Currently, PFM is in the process of developing the final phase of the plan of finance that will culminate in the issue bonds in May of 2021 to complete the close out of the consent decree. CASE STUDY: City of Panama City Beach, FL – Developer Agreement (PIPA Model) In 2011, PFM began working with the City to develop a model that could be used in negotiations with Pier Park Community Development District (the “CDD”) and its principal landowners – Simon and St. Joe – to provide context within which to negotiate a new schedule of Annual Reinvestments, among other proposed changes. In response to the CDD’s request for a revised agreement, the City needed a model to provide some “what-if” scenarios based on what was known from the current PIPA and fact patterns to include the effect of a $10 million pre-payment, current subordinated loan balance and timing of cash flows as prescribed. The model was designed to show what the City’s initial scheduled debt service share was compared to the post pre-payment amount, with and without the funding for a road project that was being contemplated along with a renegotiated PIPA. PFMs understanding of the CDD’s objectives for achieving an investment grade rating on a tax increment refunding transaction, helped drive changes that were both reasonable and prudent for the City of Panama City Beach, FL Public Improvement Partnership Agreement (PIPA) - w/ Proposed Changes for Discussion on June 6, 2013 Computation of Annual Reinvestment Calculation and Summary Cashflow 29 29 0 0 (a)(b)(c) = (b)*58.45% (d) (e) (f) = (a)+(c)+(d) (e)4.0% Growth 7.0% Growth (f)(h) = min(f,g) (j) = (h) - (a)(f)(g) = (e) - (f) (h) = (d) - (g) Fiscal Year Estimated Aaron Bessant and Beachfront Maintenance Expenses3 Annual Debt Service Requirement4 DFCC Portion of Annual Debt Service (58.45%) Beginning Subordinate Note Balance5 Tax Increment Revenue6 Option A1 Tax Increment Revenue6 Pier Park Occupational License Tax (Business Tax) Revenue7 Pier Park Expenses8 Shared Pier Park Revenue9 Annual Reinvestment Calculation Due Oct 1 of each Year (Lesser of A or B)10 Annual Reinvestment Available for Debt Service** One Time Contribution from Prior Funds Collected*** Total Debt Service Due11 Debt Service Paid by Developer Revenues Available (Needed) to Reduce (Increase) Subordinate Loan Balance Ending Subordinate Note Balance12 2012-2013 280,000 1,579,095 922,981 7,250,000 357,264 8,095,717 357,264 2,050,000 350,000 1,700,000 1,700,000 1,700,000 1,420,000 806,539 1,579,095 647,444 6,602,556 2013-2014 289,000 1,369,654 800,563 6,602,556 357,264 7,334,854 357,264 2,132,000 374,500 1,757,500 1,757,500 1,757,500 1,468,500 1,369,654 98,846 6,503,710 2014-2015 306,595 1,369,669 800,572 6,503,710 368,318 7,242,558 368,318 2,217,280 400,715 1,816,565 1,816,565 1,816,565 1,509,970 1,369,669 140,301 6,363,409 2015-2016 321,924 1,368,766 800,044 6,363,409 379,703 7,105,673 379,703 2,305,971 428,765 1,877,206 1,877,206 1,877,206 1,555,282 1,368,766 186,516 6,176,893 2016-2017 338,021 1,366,275 798,587 6,176,893 391,430 6,922,071 391,430 2,398,210 458,779 1,939,431 1,939,431 1,939,431 1,601,411 1,366,275 235,136 5,941,757 2017-2018 354,922 1,367,015 799,020 5,941,757 403,509 6,692,189 403,509 2,494,138 490,893 2,003,245 2,003,245 2,003,245 1,648,324 1,367,015 281,309 5,660,448 2018-2019 372,668 1,365,687 798,244 5,660,448 415,950 6,415,409 415,950 2,593,904 525,256 2,068,648 2,068,648 2,068,648 1,695,981 1,365,687 330,294 5,330,153 2019-2020 391,301 1,366,815 798,903 5,330,153 428,764 6,091,593 428,764 2,697,660 562,024 2,135,637 2,135,637 2,135,637 1,744,335 1,366,815 377,521 4,952,633 2020-2021 372,668 1,365,414 798,084 4,952,633 441,963 5,681,422 441,963 2,805,567 601,365 2,204,201 2,204,201 2,204,201 1,831,534 1,365,414 - 466,120 4,486,513 2021-2022 391,301 1,366,227 798,560 4,486,513 455,558 5,220,816 455,558 2,917,789 643,461 2,274,328 2,274,328 2,274,328 1,883,027 1,366,227 - 516,800 3,969,713 2022-2023 410,866 1,369,187 800,290 - 469,561 741,596 469,561 3,034,501 688,503 2,345,998 2,345,998 741,596 800,290 1,369,187 568,897 - - 2023-2024 431,410 1,369,533 800,492 - 483,983 747,918 483,983 3,155,881 736,698 2,419,183 2,419,183 747,918 800,492 1,369,533 569,041 - - 2024-2025 452,980 1,367,245 799,154 - 498,838 753,296 498,838 3,282,116 788,267 2,493,849 2,493,849 753,296 799,154 1,367,245 568,090 - - 2025-2026 475,629 1,367,397 799,244 - 514,139 760,733 514,139 3,413,401 843,446 2,569,955 2,569,955 760,733 799,244 1,367,397 568,153 - - 2026-2027 499,411 1,369,666 800,570 - 529,900 770,081 529,900 3,549,937 902,487 2,647,450 2,647,450 770,081 800,570 1,369,666 569,096 - - 2027-2028 524,381 1,368,893 800,118 - 546,132 778,367 546,132 3,691,934 965,661 2,726,273 2,726,273 778,367 800,118 1,368,893 568,775 - - 2028-2029 550,600 1,365,188 797,952 - 562,852 785,700 562,852 3,839,612 1,033,257 2,806,354 2,806,354 785,700 797,952 1,365,188 567,236 - - 2029-2030 578,130 1,368,488 799,881 - 580,074 797,938 580,074 3,993,196 1,105,585 2,887,611 2,887,611 797,938 799,881 1,368,488 568,607 - - 2030-2031 607,037 1,368,312 799,778 - 597,812 809,003 597,812 4,152,924 1,182,976 2,969,948 2,969,948 809,003 799,778 1,368,312 568,533 - - 2031-2032 637,388 1,369,593 800,527 - 616,082 821,833 616,082 4,319,041 1,265,785 3,053,256 3,053,256 821,833 800,527 1,369,593 569,066 - - 2032-2033 669,258 1,366,998 799,010 - 634,900 833,368 634,900 4,491,802 1,354,390 3,137,413 3,137,413 833,368 799,010 1,366,998 567,987 - - 2033-2034 702,721 1,365,578 798,180 - 654,283 846,618 654,283 4,671,475 1,449,197 3,222,278 3,222,278 846,618 798,180 1,365,578 567,397 - - Total 9,958,210 30,300,690 17,710,753 10,688,280 10,688,280 70,208,338 17,152,009 53,056,329 29,223,213 23,725,137,540 33,361,059,690 6,207,156,650 Footnotes: 1 Option A : Sum of the following:10 Estimated Aaron Bessant Maintenance Cost for Current Year Estimated Beachfront Property Maintenance Cost for Current Year Current Debt Service + Principal on Subordinate Note 2 Option B : Sum of the following:11 Total Debt Service due Projected Tax Increment Revenue - Anticipated Shared Pier Park Revenue (OLTR less Pier Park Expense) 3 Estimated - $280,000 in 2012-2013, $289,000 in 2013-2014 and 5.0% growth each year thereafter 12 4 Annual Debt Service Requirement (February and August payments in the same Fiscal Year) - 5 Outstanding balance as of the end of the Prior Fiscal Year ** 6 Pass through from City to CDD in January 7 Base of $2,000,000 in 2013 and 5.0% growth each year thereafter 8 Base of $320,000 in FY 2012-2013, with 7% growth each year thereafter *** 9 Total Pier Pak OLTR (Business Tax) less Pier Park Expense 2012-2013 YTD OLTR Collected (as of May 31,2013) of $1,124,614 released along with all additional Business Tax revenues as collected until the amount One-Time Contribution is the result of OLTR Collections in 2011-2012 of $1,979,197.47 less $332,658 Pier Park Expenses and $840,000 transfer to the Summary Cashflow (g) = (e) + (f) Option B2 Option A1 Option B2 Starting in FY 2014 - Projected Post Refunding Debt Service Annual Reinvestment as defined in the Amended and Restated PIPA and paid as collections are received, with an adjustment made on an Accrual Basis for the prior year by November 10 of each year Starting in FY 2014 - Projected Post Refunding Debt Service Subordinated Notes are deemed satisfied and discharged, whether or not the principal amount thereof has been paid in full, upon the earlier of (a) termination of the PIPA or (b) September 30, 2022 Annual Reinvestment Calculation 49 of 97 65 0 ------------------------------ 26 City of Deltona Proposal for Financial Advisory Services | RFP #22036 City to consider. After two years of scenario analysis and multiple revisions to the financing model and related documents, in 2013 the CDD executed a refunding of $17.14 million of par under the revised PIPA agreement, to achieve more than $2 million of net present value savings (or 12.1% of the refunded par). PFM was thrilled to work through this process with City staff, and we feel that the ending result was mutually beneficial to both the City and CDD. Case studies are provided for informational purposes only and do not represent an endorsement or testimonial by clients of PFM’s financial advisory services. The results that PFM’s financial advisory business obtained for the client illustrated was dependent upon the client’s circumstances and market conditions at the time of the transactions and should not be viewed as a guarantee of future performance results. Graphics are provided for illustrative purposes only. 50 of 97 66 0 !'l..Qfil 8/1/2013 Annu>l .!"ilm 4 .0006 Scenarios Before Pre -Payment Before Pre -Payment (w/ Refunding) After Pre -Payment After Pre-Payment and Refunding (w/ Road) After Pre -Payment and Refunding (w/out Road) .!"ilm 4.00'6 .!"ilm 4.0006 Reuwemn•m AnnuaJ. R ein\"uunen1 P2vmen1 bv F iic-al Yeu {O ctot>.r 15 of each Yur J\ (Cktoba: 15) 2022 = ,,,,. ,,,,, ,,,,. ,or, "1211 20..'9 2030 203 1 2032 2033 Toal OtlpJJ.' PV O tiginaJ.J Cuue.111 2. PV Cwrent J 1,283,257 ... .,.. 723,406 ,.,, ... 1,273,98.J SSJ,7-47 717,269 480,670 1,26.),775 8 14.JJJ 706,).i7 4.S.S,14.S 1,255,J.20 "'·""' 695 ,405 "'°·"° 1,245,252 741.8'1 681,lSIO '405,939 1,2ll,,))2 "16,500 669,003 383,749 1,223,167 674,829 657,695 J62.2'l t,2U,25-4 643,09.S 6-44,510 341-"6 t,2ll0,.:m '11.2811 6J0,11 1 320,885 1,19 1,9&) 58.3,'72 614,256 300,ffl 1,176,587 m,'74 ,.., ... ,.,,, ... 1,162,89-4 526,'68 SS0,010 "62,>Sl H,i26,156 8,3.!l.8'1 7,922.00J 4,sJ2,S22 1 ~ on Oricinal Bond Amount Issued 2 ~ on CU1Tent Bond Debt Service Paynwnts, ,1ft« St. ~s St0.575 millK>n ~t ' Difflf"enat is ciscounted ,1t the r.ite of 4.CIO'K O iHHll!DC.11! P\1 Difruence-J 5>',SS2 386,'701 556,715 373,076 557,428 359,187 559,9 15 "6,91J 56l,862 lJS,922 56J,424 322.751 567,472 312,507 569,7~ 301.749 570,2-10 290,J95 577,i28 ,.,...., 579,869 273.0JO "12,IIM 2£3,W 6,80-i,ISJ 3,8-19,069 Percentage Present of Series DSPaid by Value($) DS 2012 City Paid by City Bond DS 2023-2034 2023-2034 114 .2% 12,411,569 7,005,702 103 .2% 11,214,929 6,402,568 73 .5% 7,983 ,338 4,557,137 63 .3% 6,878,870 3,927,005 58.5% 6,352,652 3,626,598 .!"ilm 4.0006 Cost of 2-yHr Exunsion of Subordinate Debt Repayment (2.50K OLTR + TuV11lue Growth) Pivmenn l.hde P\' D iffereaceJ 828,-7;2 511.260 9Ja,555 628.ffl 1,766,857 1.206,2-U Percenu11e of Difference between Ori&inal and Currf!nt OS Paymf!nts (A fter St. Jo.'s pre-pilyment): Growth Rate "Given-Sack Su b Lot n S,ltnce U FYE 2023 31.3" 2.50'1< 31 .3')6 Gross Amount 2,178,953 PV Amount 1,460,203 .!"ilm 4.0006 Cost of 2-yur Extension of Subordinate Df!bt Repayment (5 .00'6 Ol TR+ Tu Value Growth) P ljIDIDn l.u.dt PV D ifff!reDC(!J 995,938 '"'·u ~ 1,127,0PO 755,308 2,12J,QZ7 1,449,-t?l Percentace of Difference between Ori&inal and Cu rrent OS Paymenu (After St. Joe's pre-payment): Growth Rate '6Given-lh1Ctt 37.7" S.0006 37.79' Su b Lotn Bt linct U FY£ 2023 Gross A.mount PVAmount 1,063,119 712,438 !'tlill. 4.0006 Cost of 2-yn, Extension of Subordinate Debt Repayment (7.50" OLTR + Tu Value Growth) PljIDIDU l.u.de PV Oiff(![IDCf! J 1,21 l ,82~ M-4,S,S •t ,OiS,079 722.,-463 • swordinau ..._,.;111., Pl.a n lflil 5ro,wt111ntr Percentace of Difference between Oricinal and Currf!nt OS Payments (A.her St. Jo.'s pre-payment): Growth Rate '6Given-Bi1Ck Sub Loan Ba l11nc, •t FYE ,9.,3 Gross Amount PVAmount 40.7'6 7.SOK 40.7'i 27 City of Deltona Proposal for Financial Advisory Services | RFP #22036 D. Tax-Exempt New Money and Derivative Product Experience Describe your proposed personnel's relevant experience over the last three years. Include three case studies, if available, that illustrate your experience with relevant transactions where the proposed personnel have served as financial advisor. PFM’s experience is significant, for both tax-exempt new money transactions and advising on derivative products. In fact, our Florida team alone advised on 85 new money transactions last year. When you include refunding transactions we brought 123 tax-exempt transactions to the market for our Florida clients in 2021. Our swap advisory group (PFM Swap Advisors) worked on 60 transactions last year, for more than $3 billion in notional amount. For more detailed information on our swap advisory practice, please see below. Later in this section we provide case studies that we feel are relevant to the City’s potential future needs related to derivatives and new money issuance. Swap Advisory Credentials PFM’s swap advisory group, PFM Swap Advisors LLC, is a leader in providing swaps and derivative products advice. PFM Swap Advisors LLC is a Registered Municipal Advisor registered under the applicable SEC Rules and with MSRB under the Dodd-Frank Act of 2010, and a Commodity Trading Advisor (“CTA”) registered with the Commodity Futures Trading Commission (“CFTC”). PFM’s swap team has internal procedures that were written to be in compliance with the Dodd-Frank related regulations, in particular with CFTC Regulation 17 CFR §23.401, 23.434 and 23.450. We are fully qualified to serve as a designated Qualified Independent Representative (“QIR”) and Designated Evaluation Agent (“DEA”). Our practice began as a separate business group in 1997. Since then, PFM’s swap advisory group has advised state, local government, healthcare, higher education, and not-for-profit issuers on over 2096 swap and derivative transactions totaling over $142 billion in notional principal amount. Given our industry leading position, we seek to negotiate more favorable terms on behalf of our clients. Our group’s focus is helping clients maximize value and manage their financial risk using derivatives. We provide expertise in hedge structuring, execution, reporting, and accounting which all go hand-in-hand to achieve optimal results in risk management. Our clients would access our knowledge, market access, technical skills and resources given our national reach. Our substantial technical resources and large volume of derivatives advisory business gives us a competitive advantage, and our advice is independent as we do not represent the banks. Our vast client base allows us to achieve economies of scale in developing new applications and technology, for example, our SwapViewer® valuation website that is offered cost-effectively to serve our clients. PFM Swap Advisors has over 20 years of experience in developing hedging policies and conducting transactions of this nature including structuring and procuring various forms of interest rate swaps or advising on bonds with embedded features, such as options. During this time, we have identified and addressed virtually every issue and concern facing mission based, not- for-profit, and tax-exempt borrowers. Given the complexity, compensation, and real risks embedded in swap transactions it is important to select a swap advisor who not only has recognized credibility in the market but also a firm that does not treat derivatives as an adjunct to an existing consulting 51 of 97 67 0 Year Number of Transactions Notional Amount 2000 11 $ 1,4 59 ,910 ,000 2001 43 s 4 ,274 ,727 ,502 2002 55 $ 4 ,698 ,029 ,000 2003 72 s 11 ,177 ,954 ,000 2004 139 $ 10 ,297 ,539 ,7 50 2005 151 s 12 ,979 J 05 ,2~ 2006 155 $ 11 ,546,311 ,023 2007 153 s 10 ,847 ,225 ,139 2008 250 $ 13 ,671,408 ,232 ~ 156 s 9,026 ,705 ,299 2010 121 $ 6 299 364 457 .1!)11 89 s 5 114 339 405 2012 71 $ 4 ,348 ,009 ,7 17 2013 99 s 4 ,784 ,721 ,689 2014 70 $ 2,867 ,250 ,369 2015 71 s 4 ,181 ,172 ,884 2016 65 $ 4 ,213,493 ,033 2017 76 s 5,485 ,565 ,040 2018 75 $ 4 ,075 ,758,934 2019 60 s 2,914 ,627 ,016 2020 54 $ 5,25 5,251 ,802 2021 60 s 3,367 ,275 ,635 ~tal -2,096 -$ 142 ,886 ,345 , 16 r._ 28 City of Deltona Proposal for Financial Advisory Services | RFP #22036 practice. We are a leader in the industry in managing both competitive and negotiated swap transactions. The accompanying table summarizes the number and notional principal amount of interest rate swap and derivative transactions for which PFM served as swap advisor since 2000. PFM’s swap advisory group is led by Alfred Mukunya, a Director with 27 years of experience in capital markets and derivatives, and has been with PFM Swap Advisors for 17 years, and George Hu, a Senior Managing Consultant who has been with PFM Swap Advisors for 15 years. PFM’s swap group has developed SwapViewer®, a risk management platform for clients where they can view positions and risk of their swaps online. SwapViewer® is a state-of-the-art swap monitoring service for the Municipal and Tax-Exempt Market. In direct response to swap monitoring needs by clients, PFM developed SwapViewer® as a cost effective, secure, Web-based platform for swaps tracking, monitoring and reporting. It has been tailored exclusively to meet the distinct needs of our local and state governments, non-profit and tax-exempt clients. SwapViewer® uses a combination of proprietary models and off-the-shelf derivative software to value the contracts. The market curves are captured each close of business, and valuations are processed daily. We can provide daily, weekly or monthly valuations and collateral threshold valuation notifications for each of a client’s outstanding interest rate swap agreements. SwapViewer® clients also have access to the website to view these valuations and transaction details. In addition, we maintain frequent contact with clients to provide them with market “color” and to alert them to current windows of opportunity and auto email notification of important events like counterparty credit rating changes. We seek to optimize the derivatives reporting function, providing clients the confidence to comply with their hedge accounting needs, benefitting from our experience assisting with accounting and reporting on hundreds of trades annually. We have extensive experience with the Governmental Accounting Standards Board (“GASB”) Statement No. 53, Accounting and Financial Reporting for Derivative Instruments (“GASB 53”), and Statement No. 72, Fair Value Measurement and Application (“GASB 72”) compliance and reporting services, both a requirement for any issuers reporting under GASB. We also have extensive experience with FASB Derivatives and Hedging (Topic 815), FASB Fair Value Measurement (Topic 820). Utilizing SwapViewer® as the primary delivery tool, we have been providing effectiveness testing, fair values, and credit value adjustments to our swap clients that report under GASB since the inception of GASB 53 and GASB 72, as well as those clients reporting under the requirements of Topic 815 and Topic 820. Clients would benefit from this experience and robust time-tested system and services. CASE STUDY: School District of Palm Beach County, FL – Swap Termination (Derivative Product)1 PFM serves as the District’s financial advisor and advises the District regarding its multi-billion capital program: one of the largest in the nation. After the financial downturn, School Districts started to receive scrutiny from rating agencies for holding debt structures that were not viewed as conservative, which included synthetically fixed rate debt. The School Board and the Finance Committee expressed interest in terminating the District’s three outstanding swap transactions to convert to a more conservative capital debt structure. Detailed discussions with both parties resulted in parameters for the District to move forward if and when the market hit the sweet spot to execute. The Board approved the termination of each outstanding swap if the termination resulted in a net present value savings of no greater than a loss of 3% based on the current debt service the District was paying on the transaction to include costs of issuance of the refunding transaction. 52 of 97 68 0 ------------------------------ 29 City of Deltona Proposal for Financial Advisory Services | RFP #22036 PFM continually provided the District updates on where the transactions stood based on changing market dynamics. In the fall of 2017, all three of the District’s outstanding swaps moved significantly into the direction of meeting the parameters approved by the Board. This occurred as the 2017 Tax Reform was approved by Congress which pushed the District to quickly more forward with an advance refunding on their outstanding Certificates of Participation, Series 2011A and 2012A to lock in the savings in December 2017. Due to the rush to market by municipalities at year-end with advance refundings it was decided to wait until January to reassess the District’s swaps due to the market turmoil in December 2017. This proved to be a prudent decision by the District as the swaps started to look even more attractive to terminate being well within the parameters approved by the Board. The District terminated the 2002B swap on January 31, 2018, followed by the termination of the Series 2002B swap on February 13, 2018, and lastly the Series 2003B swap on February 21, 2018. The results of the District’s FY 2018 transactions as summarized below. The ability to enter the market with all three transactions in such a quick fashion took the efforts of the whole financing team, District staff, the PFM team, Bond Counsel, Disclosure Counsel, and the Underwriters, in a succinct manner. During this same time period, the PFM team worked with the District to help budget out their additional facilities needs over the next five years utilizing their capital program. Knowing they had plans to ramp up their capital program, PFM discussed with the District the opportunity to smooth out their existing debt service and drastically lower their maximum annual debt service (“MADS”) in the process of terminating their swaps. As we entered the market with the last swap termination, we structured the transaction to level out their debt service and lower MADS while producing positive debt service savings on the swap termination. As a result of the all-encompassing view of the District’s capital program and understanding the District’s upcoming needs, we worked to produce a conservative debt program while producing additional capacity for future capital needs by reducing MADS by $6 million from $144 million to $138 million. This created capacity for approximately $100 million in new financing proceeds. CASE STUDY: School District of Alachua County, FL – Sales Surtax Bonds PFM was assisting the School District of Alachua County in the process of leveraging their sales surtax revenues in order to fund their capital needs in the Spring of 2020. The financing was originally set to price as a negotiated, public offering at the end of April and close mid-May to meet the Fiscal Year funding requirements of the capital plan. As the financing team was moving through the plan of finance, the COVID-19 global pandemic erupted in mid-March causing the markets to come to a halt. Due to the timing of the funding requirements for the District, PFM, Bond Series Series 2017A Series 2017B Series 2018A Series 2018B Series 2018C Refunded Bonds Refunding Series 2007C Refunding Series 2011A & 2012A Refunding / Terminating Series 2014A Refunding / Terminating Series 2012B Refunding / Terminating Series 2003B Cumulative Total Gross Debt Service Savings $31,975,843 $3,457,142 ($1,479,391) ($813,956)$2,401,501 $35,541,139 NPV Savings $28,805,024 $2,873,271 ($1,309,454) ($611,056)$394,634 $30,152,417 % of Refunded Par 16.03%6.39%-1.13%-0.60%0.32% Net Swap Savings Over Time 7,153,194 6,479,618 2,115,934 $15,748,746 Swap Terminations 1Swap advisory services provided by affiliate PFM Swap Advisors LLC pursuant to separate agreement 53 of 97 69 0 30 City of Deltona Proposal for Financial Advisory Services | RFP #22036 at the direction of the District, reached out to a few select banks to get a sense for where a bank placement would price. The District received proposals from two banks, and after analyzing the proposals - it was determined that given the estimated All-in True Interest Cost of 2.11% from the most attractive bidder, the District could receive better results by waiting out the turmoil of the public markets and issuing the proposed transaction as a public offering. PFM worked with the District and the financing team to present a clear message to Moody’s and S&P about the District and its handling of the evolving crisis. PFM carefully monitored the markets and strategically brought the back log of our Florida K-12 client’s transactions into the market starting in May. Alachua Schools successfully priced on May 19, 2020, with the transaction being oversubscribed by 2.1 times and achieving an All-in True Interest Cost of 1.55%. CASE STUDY: City of Leesburg, FL – Utility System Revenue Note, Series 2020 PFM served as financial advisor for the City of Leesburg, Florida’s proposed issuance of a $15 million Utility System Revenue Note to finance improvements to the utility system. On February 26, 2020, PFM issued a request for proposals to a list of local, regional, and national financial institutions to identify the institution that could provide the City with a fixed rate, non-bank qualified, 15- year or 20-year term loan at the lowest overall borrowing cost. With the extreme market volatility induced by COVID-19, there was growing concern that banks would shy away from new money financings. After a robust Q&A process, PFM was able to secure 5 proposals for the City prior to the submittal deadline. The City received a range of interest rates between 1.68% - 2.98%. Based on PFM’s review and discussions with the City staff and Bond Counsel, it was determined that Truist provided the best combination of interest rate and terms most favorable to the City. Truist offered a fixed, 15-year, tax-exempt interest rate of 1.68% with a 10-year par call option at the cost of 2 additional basis points. With a present value of 1bp equal to approximately $12,000, the City chose to include prepayment flexibility for a final interest rate of 1.70% for 15 years. CASE STUDY: Miami-Dade County, FL – General Obligation Drawdown Bond Program PFM serves as the financial advisor to Miami-Dade County, providing strategic planning for the County’s General Obligation Bonds (Public Health Trust Program). In doing so, we assisted the County in evaluating funding strategies that would provide optimal flexibility for an uneven construction schedule, while minimizing cost of carry and negative arbitrage in the construction fund. At the outset of the GO Program we prepared a scenario analysis around various financing tools and interest rate scenarios. Ultimately PFM and the County determined that a Drawdown Bond Program was the most advantageous. At the time of 54 of 97 70 0 Cumulative Drawdown Schedule 250,000,000 200,000,000 § C 3 150,000,000 I! 0 ~ 100,000,000 il E < 50,000,000 ---·•······••1111111111 -cumulativeOrawn -orawArnount ----Drawlimit 31 City of Deltona Proposal for Financial Advisory Services | RFP #22036 implementation of the Drawdown Program, the expenditures for the PHT’s Capital Improvement Program (CIP) were relatively uncertain. As such, the drawdown program was seen as an effective management tool allowing the PHT to request funds as necessary for, and as dictated by, the cash outlay for the capital improvement program. The $735 million Drawdown Program was initiated in 2016, after a competitive solicitation process, and the first series of drawdown bonds was issued in the amount of $200 million. A key component embedded into the program was the flexibility to convert drawdown bonds into long-term fixed-rate bonds on short notice (under 30 days). We continued to track the monthly balance of the program through 2018. When it reached approximately $140 million in April, we alerted the County of a potential timing opportunity, whereby the County could accelerate the first conversion (from variable to fixed) ahead of reaching the $200 million threshold in order to (1) stay ahead of a rising interest rate environment, and (2) convert the bonds at time where the first interest payment would fall in the following budget year, thereby temporarily deferring the impact to taxpayers. Furthermore, issuing the bonds in advance of the full amount being drawn enabled the County to stay ahead of projected rate increases. When we began discussing this potential with the County, it was informed by the Bloomberg forecasts for the 10-year Treasury. As shown in the graphic to the right, market analysts projected interest rates to continue to rise into the fourth quarter of 2018. Using forward- looking analysis, and the proactive flexibility originally embedded in the program, the County accelerated the drawn amount to the full $200M in August, and simultaneously converted to a long-term fixed rate in August 2018. That forward-thinking proved worthwhile, as interest rates rose an average of 19 basis points across the yield curve between August and October, saving the County approximately $3.1 million in interest expenses on a Net Present Value basis. Case studies are provided for informational purposes only and do not represent an endorsement or testimonial by clients of PFM’s financial advisory services. The results that PFM’s financial advisory business obtained for the client illustrated was dependent upon the client’s circumstances and market conditions at the time of the transactions and should not be viewed as a guarantee of future performance results. Graphics are provided for illustrative purposes only. 55 of 97 71 0 33 31 3 1 2.9 ].8 Bloombere Averaee 10 year Treasury Forecast 3.23 ...................................................... 1.77 Q I 2018 Q]]018 Q3]018 Q4]018 Q 1 2019 ...,._. 61oom~r1AverJge rOJ st •• •••• Curren l •Sourre. Bbombe/fl Based on aven,ge of approXJmete/y 50 rrerlet Bfl8¥stS. Aso(March 15, 2018. 32 City of Deltona Proposal for Financial Advisory Services | RFP #22036 E. Taxable Financing Experience Describe your proposed personnel's relevant experience over the last three years. Include three case studies, if available, that illustrate your experience with relevant transactions where the proposed personnel have served as financial advisor. PFM is a market leader in taxable financing expertise. We have worked on public taxable deals, both competitive and negotiated, along with dozens of privately placed taxable bank loans. To demonstrate our experience, we advised on 38 taxable financings in Florida during 2021 for a total par amount of $1.3 billion ($35 million average transaction size). Below we have included several case studies, to include traditional taxable market transactions, along with more innovative “Cinderella” transactions that uses a taxable advance refunding to get to the current call window where it can be replaced with a tax-exempt loan based on pricing levels negotiated when the taxable deal is priced. This structure essentially combines a taxable advance refunding with a tax-exempt refunding forward transaction as described below in an excerpt from client communication that was used to support our recommendation. CASE STUDY: Marion County, FL – Taxable Utilities System Revenue Refunding Bond PFM served as a financial advisor to Marion County, FL assisting with the issuance of Taxable Utilities System Revenue Refunding Bond, Series 2021A. The 2021A Bond was structured as a taxable advance refunding that can be exchanged for a tax-exempt bond at the refunded bonds’ call date, also called a Cinderella refunding. This structure allowed the County to take advantage of the historically low rates in the market prior to when tax law would have permitted a tax-exempt advance refunding. The combination of the 1.93% taxable rate and 1.57% tax-exempt rate resulted in the County achieving over $3.3 million of net present value debt service savings. The 2021B Bond was issued to provide funding for the acquisition of Marion 56 of 97 72 0 0 Ov erview • Historically (prior 10th• mMI , .. en1 ma,or 1'tx fOform aet), u,e Crty wO<lld hav• b•en allowod 10 advane• r•fmd d•bl once llSnQ 1ax..,,emp1 bond proceod•. With U>e .-t1on of ta•-••ompt advance relUndOIQ•. th• City eO<lld look In debt service >awigs today by~ a ta""ble ad•ance relUndilg bond !hot oub seeuently eonvens to • lox-e,empt interest rate upon Ille o,plional eall dote Thi• sl ruetvre is refer~ to as a ·emerela" bond . Anotller ollemalive would be o forward refunding approooh !hot loc ks in a tranoaction today for o lox-e,empt iH\lance in 2023 dllling Ille current eal window. We boleve th• Cind., ... •truelllr• wO<lld pro.id• a bett•r .avr,g• •olution . bot wO<lld sugge•t lnelud"IQ bolh options In a bank loan RFP proe.._, II th• Crty 01 .. 1, lo move forward "'1th this. polontial relU nd"IQ . • The mecha nic• of a Cinderella bond ,wcture are illustrated below ; ~anct Rff"Li t'ld lng I TO:ablfl BOt'ld StlliJ lPHIOd 2020 -202J Ta;.'a~ doot 1$-SUedtofurKI reftroorr,tJ 9-SCIOWbe}"t)(Jd ctlfTWlt're~ wmffl1W f,ncH'"9mar, 9it>daysl)f,orl'Oc~dateof __ , 4i>J>FM Currtnl Rtfundlng I Tu-E.xnnpt 8ond $t,il1,11-Period Conversa~lon Posi.1 (< 90 Cays of Call Cate T.a:t.ao.i@bo,,}dgcotJ...et'tlOlBl:· exempt sttJ tm CIIIC8 current TeflK/dr"(} 'li'IIIOOW leached (90 days o,-lewef pno, to caU d.!'.l te of ,eft>ll(Jed bands) 2024-20JS 33 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Utilities, Inc. system from a private owner. As part of the acquisition process, PFM prepared multiple financing scenarios to assist with determining the affordability of the system by the County. The ability to lock in the 1.82% over 20 years also allowed the County to undertake needed capital improvements. CASE STUDY: Sarasota County, FL – Taxable Public Improvement Revenue Refunding Bonds PFM served as the financial advisor to Sarasota County’s issuance of its Taxable Public Improvement Revenue Refunding Bonds Series 2021A. The 2021A Bonds were issued under a newly created lien backed by State Revenue Sharing funds for additional debt capacity. After negotiated sale, PFM advised the issuer to choose RBC Capital Markets as an underwriter of the 2021A issue. The 2021A Bonds were issued as taxable bonds to advance refund all of the outstanding Second Guaranteed Entitlement Revenue Bonds in order to take advantage of historically low interest rates. The transaction locked in approximately $2 million of net present value debt service or $120,000 annually through 2043. CASE STUDY: City of North Port, FL - Taxable Capital Improvement Refunding Revenue Note Shortly after PFM was hired by the City of North Port, Florida, we met with the City to discuss refunding alternatives that the City could pursue in order to lower its existing debt service requirements. The City’s only debt secured by a covenant to budget and appropriate (“CB&A”) was the then-outstanding Transportation Improvement Assessment Bonds, Series 2013, of which the 2024 through 2039 maturities were subject to an option call date beginning July 1, 2023. Given the attractive level of market interest rates, coupled with the elimination of tax-exempt advance refundings, PFM prepared analysis of refunding alternatives that the City could pursue in order to refund the callable portion of the Series 2013 Bonds. One such strategy the City could use to still achieve debt service savings would be to issue a taxable advance refunding bond today that converts to a tax-exempt interest rate upon the optional call date. An advantage to this structure, referred to as a “Cinderella” bond, is the opportunity to lock-in current low long-term interest rates for a tax-exempt issuance in the future. Following an RFP process to identity a lending institution, the City proceeded with Truist Bank’s proposal for a taxable interest rate of 2.91% that can convert to a tax-exempt rate of 2.30% upon the call window. We also worked with the City to develop a structure for the Series 2020 Note that allows the City to retire the debt two years earlier than the original final maturity on the Series 2013 Bonds. With the City contributing excess accumulated revenues at closing to reduce the borrowing size, along with savings generated from a reduced interest rate, we were able to accelerate principal payments without an increase in budgeted debt service. With the Series 2020 Note, the City was able to achieve more than $1.5 million of aggregate net present value (NPV) debt service savings, or approximately 5.3% of the refunded par amount, which equates to total cash flow savings of over $6.1 million. Upon the conversion in 2023, the City can realize an additional $1.44 million of cash flow savings, for aggregate cash flow savings in excess of $7.5 million. At that time, PFM will also work with the City to evaluation net-funded escrow options to achieve additional savings. Case studies are provided for informational purposes only and do not represent an endorsement or testimonial by clients of PFM’s financial advisory services. The results that PFM’s financial advisory business obtained for the client illustrated was dependent upon the client’s circumstances and market conditions at the time of the transactions and should not be viewed as a guarantee of future performance results. Graphics are provided for illustrative purposes only. \ 57 of 97 73 0 A Sarasota County 34 City of Deltona Proposal for Financial Advisory Services | RFP #22036 F. Advance and Current Refunding Experience Provide a description of your proposed personnel's relevant experience over the last three years. Include three case studies, if available, that illustrate your experience with relevant services where the proposed personnel have served as financial advisor. With the enacted Tax Cuts and Jobs Act of 2017, issuers faced an evolving municipal market. The largest impact on local governments resulted from the elimination of tax-exempt advance refundings and the reduction in the maximum corporate tax rate from 35% to 21% which reduces the tax benefit to most municipal investors. Although the elimination of tax-exempt advance refundings was not welcome news for municipal issuers, there are numerous tools and strategies to take advantage of low interest rate levels prior to the call date. Techniques such as forward refundings, taxable advance refundings and synthetic advance refundings have been around for decades and regained popularity. The savings threshold we recommend for a refunding varies depending on the type of refunding structure, the associated risks, and client preference. Many of our clients’ debt policies require a minimum of 3% net present value savings for traditional refunding structures. We advise that our clients consider higher savings thresholds for non-traditional refunding structures to compensate for the added complexity and additional risks. Below is a screenshot of several of the strategies currently being utilized in response to the elimination of tax-exempt advance refundings. PFM has considerable experience with each of these alternatives. © PFM© PFM 12 Risks & Considerations #1: Taxable Refunding #2: Cinderella Bonds #3: Tender #4: Forward Delivery Bonds #5: Forward Starting Swap Ease of Execution Easy Moderate Difficult Easy Difficult Investor Demand Good investor demand Execution is highly dependent upon investor demand Execution is highly dependent upon investor demand Execution is dependent upon investor demand Execution is dependent upon investor demand Added Borrowing Costs/Features for non-traditional structures √√√√√ Interest Rate Risk √ Opportunity Cost √√√√ Tax Risk √√√√√ Counterparty Risk √√ Issuer Risk Profile Change/Market Perception Risk √√√ Increased Transactional Costs √√√√√ Market Dislocation √√√ 58 of 97 74 0 ------------------------------ 35 City of Deltona Proposal for Financial Advisory Services | RFP #22036  Forward Delivery Refundings: Interest rates remain near historic lows over the last several years, providing issuers the opportunity to generate significant cash flow savings by refinancing existing higher interest debt. For clients that have debt issues that are not currently callable, a forward delivery, direct bank placement may provide the opportunity to capture the economic benefit of a refunding in the current market. Similar to traditional bank loans, a forward delivery bank loan is structured directly with a bank and may not require the use of rating agencies, offering documents, the issuer’s underwriting team, or underwriter’s counsel. This can result in significant savings of both time and issuance costs. The interest rate on the loan can be locked in the current market; however, the loan would not close until 90 days before the optional call date on the debt to be refunded. As such, the forward delivery structure results in a current refunding for tax purposes. We have extensive experience with both publicly offered and forward delivery bank loan transactions, and recently have priced forward delivery direct bank loans for Sarasota County, City of Winter Park, City of Coral Springs, and the School Districts of Orange, Seminole, Miami Dade, and Lake County.  “Cinderella” Refundings: An alternative strategy to lock in debt service savings today by issuing a taxable advance refunding bond that subsequently converts to a tax-exempt interest rate upon the optional call date. This structure is referred to as a “Cinderella” or “Exchange” bond and can sometimes provide a better savings solution than a froward delivery refunding. CASE STUDY: Solid Waste Authority of Palm Beach County – Cinderella Refunding In 2019, the Solid Waste Authority of Palm Beach County received an unsolicited proposal from a bank for a “Cinderella” refunding bond structure. Such structures were very rare at the time due to some of the legal obstacles associated with the structure, and thus some of the nuances were unfamiliar to the Authority. As its financial advisor, PFM analyzed the proposal received by the Authority, and presented the Authority with an explanation of the Cinderella structure alongside alternative structures that the Authority could consider. After internal discussion among PFM, the Authority, and Bond Counsel, the Authority ultimately decided to send out a competitive RFP to its underwriter team, soliciting the best ideas available for the refunding. Ultimately, the Authority elected to move forward with the Cinderella structure, achieving savings well in excess of what PFM estimated for a more conservative taxable advance refunding, while also avoiding the potential hazards associated with a swap. This transaction later won the Bond Buyer’s Southeast “Deal of the Year” award due to the innovative structure, and the Authority’s financing team attended the ceremony in New York to receive the honor. 59 of 97 75 0 0 Potont lal Stratoglos ---...... ---.< ........... «--•,.., -· --:::::--...:: --✓ ✓ ✓ ✓ eo.. .......... ✓ ----✓ ✓ ·--✓ ✓ ✓ ✓ ------✓ ✓ ✓ ..... _ ✓ ✓ ~ .... -.. ,_.,.,.. ✓ _... ....... -· ✓ ✓ ✓ ✓ ---✓ ✓ ✓ 0 Rotunding Strategy -Clndorolla Bonds • Issuance of long -term bonds w,th an n tial m1eres1 rete that converts to o Interest rate term al the cal date (not ea111et than 90 days pno,) • Conve,s,on to tax-exempt rate rehant upon delrYef)' of tax-e.xempl bond counsel openlOn • Typcaly eKeeuted as direct purchase with a bank UtMtd WW't"Of ~4• wit h ftrW pt'«~u fo, .a publk: s.1a., but could t¥Oh-e WI t he fu1u re , ..... ___ ....... .,,. ,.,..,,.,,._be,-~ ................. ,-to ~,,,.,., .... .,,..._ -· ----...... e.--1 ........... ..,._.c......c,......... .-...._,,..tto..,. .. .._.,.....ul ...... --· 36 City of Deltona Proposal for Financial Advisory Services | RFP #22036 CASE STUDY: Broward County, FL – Sales Tax Revenue Bonds Refunding In 2009, in the midst of the financial crisis Broward County was finalizing the plan of finance for a new courthouse at a cost close to $300 million. As part of the Federal economic stimulus program (ARRA) the County had access to Build America Bonds and Recovery Zone Economic Development Bonds (RZEDB); both of which created low-cost financing through the issuance of taxable bonds that were subject to a Federal rebate of 35% and 45% of the interest, respectively. Over time, the Federal government reduced the subsidies and through sequestration and other means continues to threaten to reduce the subsidies further creating uncertainty for many borrowers. To date, even with the reduced subsidies, the financings have produced significant savings. But, in late 2017 the threat of further reductions and elimination of advance refundings caused the County to reevaluate. In one month, we led the County through the following process (i) initial evaluation of the refunding concept, (ii) development of a refunding strategy, (iii) solicitation of proposals from banks and underwriters, (iv) evaluation of the options and (v) closing. The County evaluated the use of a crossover refunding and traditional financings and selected a bank loan to refinance the tax-exempt portion of the financing. The structure is expected to generate over $15 million in present value savings, or in excess of $1 million per year, which creates a cushion in the event Federal subsidies are reduced prior to the call date for the Series 2010 taxable bonds. CASE STUDY: Clay County Utility Authority –System Revenue and Refunding Bond, Series 2019 Clay County Utility Authority (the “Authority”) intended to issue approximately $35 million in debt to fund new money projects. Following a review of its existing debt portfolio, PFM identified refunding opportunities with two existing SRF loans and an outstanding bank loan. At the Authority’s direction, we distributed an RFP to solicit a variety of options for the new money and/or refunding on a stand-alone and/or combined basis in order to offer maximum flexibility. As a result, the Authority received 11 proposals and following discussions and negotiations, the selected lender provided the Authority with a lower blended rate, thereby allowing the Authority to close on a combined tax-exempt issuance to fund necessary capital needs while simultaneously reducing annual debt service. - 2,000,000 4,000,000 6,000,000 8,000,000 10,000,000 12,000,000 14,000,000 16,000,000 18,000,000 2018 2020 2022 2024 2026 2028 2030 2032 2034 2036 2038 2040 Aggregate Debt Service A Principal (TE)B Principal (BAB)C Principal (Super BAB)Net Interest Subsidy BABs Recovery Zone BABs Tax Exempt Bonds Non- Callable Tax Exempt Par Call Date 60 of 97 76 0 111 - - - - - - - - - - - - - - - - - - - -r !BROWARD COUNTI', FLORIDA Half-Cent Sales Tai,: Re,·enue Re fundirni: Bonds, Series 2017A ""' Oecember1 Oeeember S December s Decembers Oecember 7 Oeeember 8 Oee ember1 2 Oec ember 13 Oec ember14 December 1S Decembe r19 Deeember20 December20 December 20 December21 December21 December22 December27' .._, Ooo 1 ... v.<111111 "' .. ; ' ' ' . ' ' . " " " ,. " " " " " " " " " . " " " n " ~ " ~ ~ DiatributeBankloan RF P FA ObtributeOraftResolulion BC WolllingGroupCalot1ResolulionCJPM Al Submrl RFP ~rificationtoPotenbalPtopotefS FA final Resolution lo County BC WolllingGroupReviewofPlenofflnarw:e Board A.Wrovlll end RFP Due Count)' Wollling Group meeting to review propouls: Al Make Reeommerl(letion Klc:kolfeallwithselee1edpurchaser FA Ditbibute finafl(;ing Document• BC WOflc lnggroopcallto review f inancing Doc ument1 ~~1~:,.;,~r; 877-077-9~7 Partici~ntCO<h:370023'918 Ditbibute revi-.ed documents Draft Clo1lng Documents to WOflc lng Group Comments due o n Clotlng Documentl P111.Clo1lng Q TBO Closing All All P,it..,,ru,y,1ulijielio cliinoi 37 City of Deltona Proposal for Financial Advisory Services | RFP #22036 G. Synthetic Advance Refundings and Other Related Financing Experience Provide a description of your proposed personnel's relevant experience over the last three years. Include three case studies, if available, that illustrate your experience with relevant services where the proposed personnel have served as financial advisor. As discussed previously, one of the key attributes we would provide to the City is our ability to stay current with financing trends and replicate those trends and optimize them for our clients. The risks associated with synthetic debt have caused significant challenges in our market over the past 20+ years, and we have helped numerous clients that have decided to move away from derivative products a de-risk their debt portfolio. One major trend in the market over the past 5 or more years has been the use of a much lower risk solution, know as the forward delivery agreement, to lock-in known savings. A few of these financings are highlighted below. CASE STUDY: Santa Rosa County FL – Capital Improvement Revenue Refunding Bond PFM initially assisted the county with financing it’s $35 million Courthouse bonds on January 29, 2020. It was a traditional bank loan with an 18-month draw-down feature at a fixed interest rate of 2.62%. The bond was prepayable anytime at par. With interest rates aggressively dropping through the end of 2020 and the 2020 bank loan provider not willing to renegotiate an interest rate reset, PFM recommended the County issue a RFP to explore refinancing opportunities on the 2020 Bond. PFM issued the RFP on behalf of the County on May 19, 2021 and received 7 proposals on June 18, 2021. The winning bidder offered an interest rate of 1.77% and PFM was able to negotiate extending the draw- down period by an additional 12 months. The County was able to achieve Net Present Value Savings of $2.4 million or 7% of the bonds refunded. This was in addition to the near term interest cost savings achieved through no interest being due on the undrawn amount. As discussed previously, one of the key attributes we would provide to the City is our ability to stay current with financing trends and replicate those trends and optimize them for our clients. The risks associated with synthetic debt have caused significant challenges in our market over the past 20+ years, and we have helped numerous clients that have decided to move away from derivative products a de- risk their debt portfolio. One major trend in the market over the past 5 or more years has been the use of a much lower risk solution, know as the forward delivery agreement, to lock-in known savings. A few of these financings are highlighted below. CASE STUDY: City of Daytona Beach, FL – Capital Improvement Refunding and Revenue Note, Series 2020 (Forward Delivery Agreement) With the passage of the Tax Cuts and Jobs Act of 2017, the tax-exempt advance refunding of municipal debt was no longer allowed. One of the ways that PFM has been able to achieve debt service savings for its clients has been through tax-exempt forward refundings. A tax-exempt forward refunding allows an issuer to lock the interest rate with a lender by signing a Forward Rate Lock Agreement, which locks an interest rate so that issuers can avoid fluctuations in interest rates to achieve debt service savings in a refunding transaction until it is permissible to call the refunded bonds on a tax-exempt basis. PFM assisted the City of Daytona Beach, Florida (the “City”) in refunding their Capital Improvement Revenue Bonds, Series 2011A. In November 2019, PFM, on behalf of the City, issued a Request for 61 of 97 77 0 ~ • 38 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Proposals to a wide array of local and national banks, and the City received six proposals. After analyzing the financing structure proposed by the various banks, it was determined that the Forward Refunding from Truist provided the most economical results to the City. The City executed the Forward Delivery Agreement with Truist in July of 2020 for a funding in November 2020. The transaction was ultimately structured so that the net present value savings of $2.5 million or 11.57% savings of the refunded bond coupled with the release of the Debt Service Reserve Fund associated with the refunded bonds would provide $5.1 million in funds for capital projects in the City. CASE STUDY: North Sumter County Utility Dependent District – Utility Refunding Revenue Bonds, Series 2020 (Forward Direct Purchase) At the direction of North Sumter County Utility Dependent District (the “District”), PFM distributed an Underwriter RFP in July 2019 to refund the District’s outstanding Utility Revenue Bonds, Series 2010, as well as the District’s Subordinate Utility Revenue Bonds, Series 2010, totaling $156 million in aggregate principal. The RFP was distributed to a large list of financial institutions and allowed for both public and private structures. The Forward Direct Purchase option proposed by Morgan Stanley was most attractive in the interest of both time and savings. In addition to locking in an attractive interest rate scale ten months in advance of closing, the structure did not require an official statement or extensive continuing disclosure requirements. Additional benefits of the structure included full flexibility for couponing and call feature, the ability to obtain the required credit rating after pricing, and limited events of termination by the purchaser. PFM and the District also negotiated a provision that would require the Purchaser to pay the amount of the estimated present value savings ($43.5 million) in the event the Purchaser failed to fulfill its obligation to purchase the refunding bonds. PFM also recommended refunding the senior and subordinate debt into one senior lien obligation given the improved debt service coverage. Using this innovative structure, the District was able to refund $156 million of senior and subordinate debt and realize $43.5 million of net present value savings, which equated to 27.8% of refunded par. 62 of 97 78 0 North Sumter County UTILITY Dependent District 39 City of Deltona Proposal for Financial Advisory Services | RFP #22036 TAB 4: Firm Overview/Market & Pricing/Conflicts A. Firm Overview Provide a brief description of how your firm is organized, including the businesses in which it is engaged, the location of offices, the number of public finance professionals in each office, and the role of the municipal department in your firm. Indicate your firm's commitment to the municipal bond industry and comment on any recent significant changes in your organization. Include a discussion of the specific expertise and services that distinguish your firm. PFM was founded in 1975 with the mission of providing independent financial advice to state and local governments, and governmental agencies and authorities in the debt issuance process or undertaking capital planning and budgeting. In 2014, as a result of the U.S. Securities and Exchange Commission’s (“SEC’s”) new rules for Municipal Advisors (born out of Dodd-Frank) our firm’s corporate structure was reorganized so that municipal advisory services could be delineated clearly from other financial consulting services. Accordingly, given the regulation of municipal advisory activities, financial advisory services are now offered through PFM Financial Advisors LLC (“PFMFA”), which commenced operations on June 1, 2016. Financial advisory relationships previously with PFM, Inc. have transitioned and been assigned from PFM, Inc. to PFMFA — which are collectively referred to as PFM. This engagement will be serviced through PFMFA. PFMFA is a Partnership under Limited Liability Company formed in the State of Delaware. Today, this mission continues with PFM Financial Advisors LLC (“PFM”). PFM, as successor in interest of the financial advisory and consulting businesses of Public Financial Management, Inc., has one of the largest financial advisory teams in the public finance industry, maintaining an expansive national presence. PFM Financial Advisors LLC and its affiliates are indirect wholly-owned subsidiaries of a holding company known as PFM II, LLC. This holding company is 100% owned by the firm’s Managing Directors, who set the firm’s strategic direction and manage specific practice areas. Working hand-in-hand with our clients in helping them to achieve their immediate and long-term objectives, PFM and its affiliates bring a broad and deep range of expertise and experience to bear on our client engagements. As of 2/28/2022, PFM and its affiliates consisted of more than 350 employees, including 170 Municipal Advisory Series 50-Qualified Representatives, located in 31 offices and locations across the United States. Nearly 350 EMPLOYEES 31 Offices 63 of 97 79 0 • FOUNDED IN• 1975 40 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Corporate Affiliates As client’s needs have evolved and expanded, PFM has developed a wide range of specialized services to assist clients as outlined throughout this proposal. PFM has a number of affiliates1 that were created to provide the proper regulatory and operating structure to meet all of the financial needs of our clients. Below is a brief description of the various affiliates the City has direct access to through a contract with PFMFA:  PFM Financial Advisors LLC: advises on debt management and portfolio optimization, transaction structuring and execution, capital and financial planning, credit analysis, policy development, and investor relations strategies, among other services. PFM Financial Advisors LLC is a registered municipal advisor with the Securities and Exchange Commission (“SEC”) and the Municipal Securities Rulemaking Board (“MSRB”).2  PFM Group Consulting LLC: PFM Group Consulting LLC’s Management and Budget Consulting practice (“MBC”) provides a broad range of services, including multi-year financial planning, consolidating and shared-services analysis, operational and program analysis, revenue maximization, fleet management, workforce analysis, and pension and other post-employment benefits (OPEB) review and strategies.  PFM Swap Advisors LLC (“PFMSA”): PFMSA includes professionals dedicated to advising clients on initiating and managing interest rate swaps, and other derivative products in order to help manage the risk profile of their debt portfolio. PFMSA is registered as a municipal advisor with both the MSRB and SEC under the Dodd-Frank Act of 2010, and as a commodity trading advisor with the Commodity Futures Trading Commission.  PFM Solutions LLC: PFM Solutions LLC provides innovative services and solutions to our clients, such as Synario®, a flexible financial modeling platform designed to produce dynamic, multi-year financial projections to facilitate strategic planning for various industry sectors. On December 7, 2021, PFM Asset Management LLC (PFMAM), a former affiliate of PFM, along with other associated entities comprising the asset management business, was sold to U.S. Bancorp Asset Management Inc. (USBAM), a subsidiary of U.S. Bancorp. The sale does not affect PFM’s financial advisory and consulting businesses. PFM and its remaining affiliates (PFM Swap Advisors LLC, PFM Group Consulting LLC and PFM Solutions LLC) continue to operate as is following the sale, providing leading financial advisory and consulting services. 1 Services provided by PFM’s affiliates are offered pursuant to separate agreement and fees. 2 PFM Financial Advisors LLC’s SEC Number is 867-02030 and MSRB ID is K1162. 64 of 97 80 0 ------------------------------ 41 City of Deltona Proposal for Financial Advisory Services | RFP #22036 B. Market and Pricing Information Describe your firm’s knowledge, experience and resources in tracking and monitoring the tax-exempt and taxable bond markets, including fixed rate, variable rate, swaps and other derivative products, and the government securities market. Include a discussion of your firm's participation in underwriting tax-exempt and taxable bonds, acting as a principal in swap transactions, and providing investment services. Also discuss your process for ensuring that the City of Deltona receives the best price for any bonds, financings involving swaps and other derivative products, and any escrow securities as part of any refunding. Include a discussion of how you evaluate the success of any pricing. When serving as financial advisor, PFM takes an all-encompassing approach, ensuring that our clients’ best interests are considered throughout the engagement and during each step of the financing process. PFM views financial planning as an essential component of an issuer’s overall debt issuance and financing program. We work with our clients to understand and develop financing and debt objectives to ease the process of making strategic financial decisions that will impact generations to come. At the beginning of each financial advisory engagement, we prepare a debt profile and conduct a thorough review of our client’s existing liabilities, including capital leases, notes and bonds payable. We continuously update the debt profile and use it as the framework for analyzing financing alternatives and identifying potential opportunities to refund debt for interest cost savings. Our active approach reduces the likelihood that our clients miss market opportunities and consistently produces significant reductions in interest expense. Below we summarize the City’s outstanding debt based on our initial research from the most recently available financial report, the FY 2022 budget, and EMMA filings. Obligation Tax Status Purpose Issue Size Delivery Date Final Maturity Outstanding Par Next Call Date Stormwater Special Assessment Note, Series 2009 Tax-Exempt New Money 6,569,345 4/8/2009 5/1/2029 3,427,967 11/1/2022 Capital Improvement Revenue Refunding Bonds, Series 2016 Tax-Exempt Multi-Purpose 35,750,000 7/7/2016 10/1/2046 31,485,000 10/1/2026 Taxable Utility System Revenue Refunding Bonds, Series 2021 Taxable Refunding 98,690,000 3/3/2021 10/1/2050 97,150,000 10/1/2030 Clean Water State Revolving Loan #641800 Tax-Exempt New Money 29,381,000 3/29/2011 12/15/2035 22,503,419 Anytime Clean Water State Revolving Loan #641830 Tax-Exempt New Money 7,088,575 7/19/2017 6/15/2039 6,420,597 Anytime Total 177,478,920 160,986,983 City of Deltona, Florida - Summary of Outstanding Debt 65 of 97 81 0 42 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Below we have included the Series Report summary of the City’s recent Taxable Utility System Revenue Refunding Bonds, Series 2021. The Series Report summary is one of the outputs from PFM’s Debt Profile model that allows us to quickly review the important factors related to the financing and analyze the debt for future structuring and refunding opportunities. 0.0 1.0 2.0 3.0 4.0 5.0 6.0 7.0 8.0 9.0 10.0 $ MillionsCity of Deltona, Florida – Aggregate Annual Debt Service Series 2009 SRF Loans Series 2016 Series 2021 Series 2021 (Taxable)Taxable Utility System Revenue Refunding Bonds Raymond James & Associates Financial Advisor: Hilltop Securities Inc. Bond Bond Price Bond Insurance Redemption Optional Outstanding Bond Year Debt Service as of 10/1/21 Date Comp Par Amount Coupon Yield Price Insurer Prem Status Date Date Price Year Principal Int./Accr.Annual Debt Service 10/1/21 Serial 1,540,000 0.209% 0.209% 100.000 BAM Non-Callable 10/1/21 10/1/22 Serial 2,665,000 0.259% 0.259% 100.000 BAM Non-Callable 10/1/22 2,665,000 2,097,592 4,762,592 10/1/23 Serial 2,670,000 0.309% 0.309% 100.000 BAM Non-Callable 10/1/23 2,670,000 2,090,690 4,760,690 10/1/24 Serial 2,680,000 0.438% 0.438% 100.000 BAM Non-Callable 10/1/24 2,680,000 2,082,439 4,762,439 10/1/25 Serial 2,690,000 0.664% 0.664% 100.000 BAM Non-Callable 10/1/25 2,690,000 2,070,701 4,760,701 10/1/26 Serial 2,710,000 0.964% 0.964% 100.000 BAM Non-Callable 10/1/26 2,710,000 2,052,839 4,762,839 10/1/27 Serial 2,735,000 1.110% 1.110% 100.000 BAM Non-Callable 10/1/27 2,735,000 2,026,715 4,761,715 10/1/28 Serial 2,765,000 1.360% 1.360% 100.000 BAM Non-Callable 10/1/28 2,765,000 1,996,357 4,761,357 10/1/29 Serial 2,800,000 1.543% 1.543% 100.000 BAM Non-Callable 10/1/29 2,800,000 1,958,753 4,758,753 10/1/30 Serial 2,845,000 1.693% 1.693% 100.000 BAM Non-Callable 10/1/30 2,845,000 1,915,549 4,760,549 10/1/31 Serial 2,890,000 1.743% 1.743% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/31 2,890,000 1,867,383 4,757,383 10/1/32 Serial 2,945,000 1.843% 1.843% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/32 2,945,000 1,817,010 4,762,010 10/1/33 Serial 2,995,000 1.943% 1.943% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/33 2,995,000 1,762,734 4,757,734 10/1/34 Serial 3,055,000 2.043% 2.043% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/34 3,055,000 1,704,541 4,759,541 10/1/35 Serial 3,120,000 2.143% 2.143% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/35 3,120,000 1,642,127 4,762,127 10/1/36 Serial 3,185,000 2.243% 2.243% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/36 3,185,000 1,575,266 4,760,266 10/1/37 Term 2041 3,255,000 2.539% 2.539% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/37 3,255,000 1,503,826 4,758,826 10/1/38 Term 2041 3,340,000 2.539% 2.539% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/38 3,340,000 1,421,182 4,761,182 10/1/39 Term 2041 3,425,000 2.539% 2.539% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/39 3,425,000 1,336,379 4,761,379 10/1/40 Term 2041 3,510,000 2.539% 2.539% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/40 3,510,000 1,249,418 4,759,418 10/1/41 Term 2041 3,600,000 2.839% 2.839% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/41 3,600,000 1,160,299 4,760,299 10/1/42 Term 2050 3,695,000 2.839% 2.839% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/42 3,695,000 1,058,095 4,753,095 10/1/43 Term 2050 3,800,000 2.839% 2.839% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/43 3,800,000 953,194 4,753,194 10/1/44 Term 2050 3,905,000 2.839% 2.839% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/44 3,905,000 845,312 4,750,312 10/1/45 Term 2050 4,015,000 2.839% 2.839% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/45 4,015,000 734,449 4,749,449 10/1/46 Term 2050 4,130,000 2.839% 2.839% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/46 4,130,000 620,463 4,750,463 10/1/47 Term 2050 4,250,000 2.839% 2.839% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/47 4,250,000 503,213 4,753,213 10/1/48 Term 2050 4,365,000 2.839% 2.839% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/48 4,365,000 382,555 4,747,555 10/1/49 Term 2050 4,490,000 2.839% 2.839% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/49 4,490,000 258,633 4,748,633 10/1/50 Term 2050 4,620,000 2.839% 2.839% 100.000 BAM Advance Refundable 10/1/30 100% 10/1/50 4,620,000 131,162 4,751,162 98,690,000 Outstanding Par: 97,150,000 16.79 years Average Life: 16.47 years Purpose of Issue Dates Sources of Funds Par Amount: 98,690,000.00 SLGS Escrow : 100,126,267.50 Dated Date: 3/3/21 Plus: OIP/(OID): Delivery Date: 3/3/21 Sale Date: 2/12/21 Total Proceeds: 98,690,000.00 Underw riters' Discount:332,398.61 First Interest Payment: 4/1/21 Costs of Issuance:550,221.40 First Maturity Date: 10/1/21 Other Sources: 2,318,887.51 Total Sources $101,008,887.51 Total Uses $101,008,887.51 Uses of Funds Average Life: Refunding of Series 2014 & Series 2013 Bonds Underwriter:Bond Counsel: Akerman LLP Issuance Par: 66 of 97 82 0 □ □ ■ □ 43 City of Deltona Proposal for Financial Advisory Services | RFP #22036 A comprehensive review of the legal structure, bonding authority, and bond covenants can help to identify opportunities to create financing flexibility within credit constraints. Our team will leverage our understanding of the laws governing the issuance of debt in Florida. As one of the most active participants in the market for Florida counties, we offer a keen understanding of the various credit types and structures, including but not limited to sales tax programs, general obligation bonds, appropriation-backed financings, utility infrastructure projects, tax increment districts, special assessments, as well as state and federal initiatives (SRF and WIFIA). As we analyze debt capacity and determine the City’s ability to raise future debt capital, PFM assesses current revenue streams and examines new potential revenue streams, recognizing that the economic and political climates within which our clients operate change and evolve. As part of this type of analysis, we also seek to identify any potential rating concerns and/or opportunities and model the impact of future debt specifically on the debt ratios that the rating agencies use in determining the ratings for the City. Ultimately, the use of debt should be a strategic decision based on the unique opportunities and requirements of the City. It is important to have a financial advisor that can identify financing alternatives and outline potential financing strategies relevant to a specific project. We will always inform the City of the pros and cons associated with different financing techniques, and we document any pertinent policies, processes, considerations, and projected outcomes before formally recommending the optimal financing plan and solution. Preliminary Refunding Analysis for the Stormwater Special Assessment Note, Series 2009 After reviewing the City’s outstanding debt, PFM identified a potential refunding opportunity for the City’s outstanding Stormwater Special Assessment Note, Series 2009 (the “2009 Note”), which currently bears interest at a 5.01% tax-exempt rate. For illustrative purposes, we ran preliminary numbers for a potential current refunding on November 1, 2022 –the 2009 Note is callable on any payment date – assuming a tax-exempt interest rate of 2.25% and structured for uniform savings. Based on the preliminary results, we estimate that the City could achieve NPV savings in excess of $265,000, or approximately 8.66% of the refunded par amount. On an annual basis, this equates to average cash flow savings of more than $40,000 per year through final maturity (net of transaction costs). The graph to the right illustrates the comparison between the existing debt service and the estimated annual debt service that could be achieved with a current refunding.   - 100 200 300 400 500 600 2023 2024 2025 2026 2027 2028 2029$ ThousandsDebt Service Comparison Refunding Debt Service Prior Debt Service 67 of 97 83 0 (/) -0 C «J 600 ~ 500 0 .s::. .... ~ 400 300 200 100 De bt Se rvi ce Co mpa ri so n L --- - - I 2~3 2~4 2~5 2~6 2~7 2~8 2~9 ~Refunding Debt Service -Prior Debt Service 44 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Strategic Planning Recommend Sale Type Develop and Monitor Schedule Assist with Selection of Working Group Members Develop Terms of Financing Review Financing Documents Coordinate Ratings Process Assist with Sale of Bonds Facilitate a Successful Closing Transaction Management Once a decision to issue debt has been made, we will lead the financing team through the transaction management process. As your financial advisor, we will coordinate and manage every aspect of a financing to help ensure that the transaction comes to market according to the required timetable. Strategic Planning. We believe debt should be issued in accordance with a financing plan that takes into account the outstanding debt, proposed debt, debt capacity, debt management policies, staff resources and rating agency criteria. Therefore, strategic planning goes into each debt issuance and can involve the following steps and actions:  Meet with key stakeholders to discuss short- and long-term objectives  Discuss project fundamentals and all anticipated capital needs  Evaluate the revenues to be pledged and sources of capital funding  Present any available funding alternatives  Identify strengths and weaknesses so debt can be structured to maximize the City’s ability to finance future capital needs  Ensure consistency with any formal written policies and procedures Recommend Sale Type. When it comes to recommending a sale type, the goal is to tailor the debt issue to the most efficient way to market debt while maximize investor interest and minimizing interest cost. During the past decade, a new decision point has emerged as to whether publicly offered bonds versus a direct bank loan would be the more appropriate and effective financing option. Bank loans have become more prevalent among many of our clients who look to take advantage of expedited financing timelines, reduced issuance costs and fewer continuing disclosure requirements, and we have been on the leading edge of negotiating favorable bank terms for our clients. Direct Placement Bank Loan Publicly Offered Bonds Competitive Sale Negotiated Sale 68 of 97 84 0 -------------------------- □- 45 City of Deltona Proposal for Financial Advisory Services | RFP #22036 If a bank loan financing is deemed optimal, PFM will assist the City with developing and facilitating an RFP process to identify a lender. To optimize the financing’s attractiveness among potential bidders, we often suggest allowing for multiple terms and conditions to be evaluated. Once proposals are received, we will prepare a bid summary for the City that summarizes the relevant terms and rate options presented by potential lenders. An example of this deliverable is provided below. Our team keeps a robust list of active competitive bank loan bidders and maintains ongoing contact with these banks to monitor any regulatory changes or other factors that may affect lending appetite and standard market rates. In the selection and approval process, PFM will clearly outline the risks and benefits of the different financing options proposed, and make a recommendation based on the alternative that best meets the City’s objectives. When a competitive bond transaction is the recommended structure, we will assist in taking the issue to market, providing support in the bidding process, and will use our contacts with the underwriting community to ensure the issue receives widespread attention. We will work closely with bond counsel to prepare Notice of Sale (NOS) and set the bid parameters, among other requirements. In negotiated sales, PFM will act as the liaison between the underwriting syndicate and the City as we lead the working group in structuring a sound transaction that meets the City’s goals. Regardless of the choice between a negotiated or competitive sale, we run the numbers with current market data provided by PFM’s Pricing Group and prepare the sensitivity analyses necessary so that our clients have an independent evaluation of the pricing, and we take great pride in providing aggressive and informed representation to our issuer clients in the pricing of their securities. BB&T BBVA Compass Capital One Funding Option New Money, Refunding or Combined New Money, Refunding or Combined New Money, Refunding or Combined Final Maturity 5/1/2029 or 5/1/2039 5/1/2029 or 5/1/2039 5/1/2029 or 5/1/2039 Tax-Exempt, Non-Bank Qualified Interest Rate 1. New Money - 2.76% 2. Combined - 2.76% 3. Refundings - 2.44% 1. New Money - 2.46% 2. Combined - 2.39% 3. Refunding - 2.23% 1. New Money - 2.97% 2. Combined - 2.89% 3. Refunding - 2.33% Rate Set Calculation Fixed Actual rate shall be determined upon formal selection of the proposal. At that point; rate will be locked for 60 days Fixed Rate Locked to Closing, or Date to be Set 10/22/2019 9/30/2019 10/11/2019 Draw Option Fully drawn at close Draw option for options 1 & 2 for a period of up to 18 months for 0.14% increase to selected interest rate Fully drawn at close Prepayment Provisions Prepayable in whole at any time for the first half to the term with a one (1) percent prepayment penalty. After the first half of the term the transaction will be prepayable in whole at any time without penalty Option 1 & 2: Subject to make whole call prior to the 10th anniversary. After 10 years, the loan is prepayable at par Option 3: Subject to make whole call prior to the 5th anniversary and prepayable at par thereafter Option 1 & 2: No call until 5/1/29, then in whole at par on any interest payment date Option 3: No call until 5/1/24, then in whole at par on any interest payment date Legal/Other Fees Does not specify Options 1 & 2) $15,000; Option 3) $7,500 Does not specify Other Conditions & Notes a) CAFR due within 270 days of fiscal year end a) CAFR due within 180 days of fiscal year end b) Budget due within 30 days of the beginning of each fiscal year a) CAFR due upon request, as soon as available b) Term sheet shall expire on 9/17/19, once accepted, this term sheet shall expire if not closed by 10/11/19 c) Subject to final credit approval 69 of 97 85 0 ------------------------------ 46 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Develop & Monitor Schedule. For each transaction, we develop and monitor a schedule that serves as a plan for timely completion of the financing and identify the party responsible for completing each task. An example is provided to the right. Assist with Selection of Working Group Members. Our team is available to assist the City, as needed, in identifying and procuring other financial-related services that may be needed over the course of its financing program. Some of these services are common to any financing alternative, while others may or may not be required depending on the financing vehicle chosen. Services needed for many financings include: - Underwriting team, if negotiated sale is selected - Financial printing and electronic delivery services - Trustee or paying agent services - Verification agent services - Escrow agent services - Financial Feasibility/Rate consultant services - Consulting Engineer services - Special credit facilities (e.g., letters of credit) Develop Terms of Financing. PFM approaches bond issuance using a combination of overall market analysis and review of the specific client, their goals and objectives, their financial position and their overall portfolio. In any transaction, there are a number of financing issues that will need to be worked through with bond counsel (i.e., terms and conditions of the proposed sale, tax and regulatory issues, legislative and authorization procedures and market disclosure preparation and dissemination). Because of our active presence in the Florida market, PFM’s financial advisory team has a positive working relationship with the City’s bond counsel to identify and address any issues that need to be considered in regard to the planned financing. Review Financing Documents. As part of our responsibility, our financial advisory team will coordinate with members of the working group including bond counsel, underwriters’ counsel and in-house counsel to review and provide comments relating to the disclosure, security, sale and other documents associated with a financing. PFM’s financial advisory team members have experience assisting issuers in preparing and reviewing the necessary bond indentures, legal documents and other disclosure documents for the issuance of taxable and tax-exempt securities. For complex projects, this phase can be extremely time-consuming – our goal is to make it as easy on clients as possible. Other documents – such as feasibility studies, use agreements and arbitrage certificates – are the responsibility of other parties, but their preparation will be incorporated into the document work we will coordinate prior to the sale of securities. Coordinate Ratings Process. In our role as your financial advisor, we feel that the best way to prepare the City for interaction with the rating agencies is to provide you with the tools you need to understand their viewpoint. We then utilize that knowledge to assess strengths and weaknesses, and address each of those credit points in discussion with them. When obtaining bond ratings for a given transaction, PFM will coordinate the entire ratings process – from developing the most suitable credit strategy to handling the various administrative aspects of interaction with the ratings agencies.  We elaborate on our credit rating experience and approach in Section 1 on pages 22-25. 70 of 97 86 0 City of Jacksom;lle. Florida Trnnsportatio n ReCm1ding Reve nue Bouds . Series 2020 ... , SlllllkllllUI "" "' .. SIii llonlut .... f(I .. ' 2 3 . ' ' 2 3 . 1 . . ~ " " . 5 . 1 . . " " M " " " " " " " " M " M " ,. ~ " 23 ~ " " " " ,. ~ " 23 ~ ,, "' 29 JO " "' ,, "' 29 JO " FhoriwSditcldt1111<($1tpltff'bfT~.~"O ""' --_, o-n,aOislrlll.Cicrlust&~ ,_,_,. Dilllba l ■DralolBand lama~&NOS 8C _,, Oimlua l ■DralolPOS DC ..,.,_,. ecmr.aou.~onlnl'IOomnae ,. _,, Dlllca..2nCICralsd~ DCA!C _,. 5-l(l~P;o,agfl;l~""°"1dft FA _ .. -~ -· """"'' AIM!r!MSatin9trlda,,.. ""'' °""""' ........... ,. °""""' ""'""""" DC ,__,, _ ... "'"' """"'" -OonOS DC °"""'" CCnm!rU Due on OS ,. °"""'" -..oo DC """"'" OilllbMDralCloliigooa.-rtl 8C Clll\"ffllnlS~onCIOlingOOCUTWltl """"'" Dsaba Fm! Cblng DoanaU TSO -""""'" "-0 47 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Assist with Sale of Bonds. Assisting with bond pricing is one of the most critical roles of a financial advisor. Recognizing this significance, PFM has led the evolution of pricing techniques for decades, resulting in savings to our clients of tens of millions of dollars. Additionally, we have developed concepts that are now industry standards, including par calls, short calls, option analysis, minimizing discounts and premiums, and designation rules. When it comes to bond pricings, we believe one of our greatest strengths is our in-house Pricing Group: a dedicated group of advisory professionals whose job is to follow primary and secondary municipal market activity and to interact with the underwriters’ desks on behalf of our issuing clients. PFM was an industry leader in creating this specialized group within an independent advisor structure. The sole responsibility of our Pricing Group is to provide our clients with the analytics, market knowledge, and insight to obtain the best available interest cost for their transactions. The Pricing Group assists our project managers and issuer clients during the negotiated sale process and also leading up to a competitive sale process. PFM’s Pricing Group provides centralized access to market information and trends, leverages our knowledge firm-wide for our clients’ benefit, cultivates professional peer-to-peer relationships with underwriting desks, and fosters a better understanding of the internal workings of the underwriting process at the investment banks. We operate completely independent of the underwriting of municipal securities by banks and securities dealers, which relieves us of any conflicts of interest and ensures that the City will gain the best value from using a dedicated financial advisor. The Pricing Group acts similarly to an underwriter’s trading desk by monitoring the bond market, evaluating comparable issuances, and monitoring secondary market trades in order to provide tailored pricing assistance on client’s bond transactions. The volume of secondary trades leading up to a primary sale can provide an indication of current market liquidity and/or institutional selling pressure for a particular credit, which can assist in determining market access and prudent new issue size. As indicated in the chart below, PFM is the most active financial advisor in the country and is a more frequent market participant than even the largest investment banking firms. PFM couples this market knowledge with our proprietary analytical pricing tools (e.g., Option Adjusted Spread analysis) to develop our own pricing targets, independent of and before the presentation of the underwriting team’s consensus scale. Whether a negotiated or competitive sale, tax-exempt or taxable, PFM’s role simply is to seek the best results available. This includes structuring, marketing, and pricing a transaction. We will run the numbers and prepare the sensitivity analyses necessary so that the City has an independent evaluation of the pricing. PFM’s approach to pricing debt, managing risk and refining prepayment provisions have saved our Florida clients millions of dollars over the years while providing maximum financial flexibility and lowering credit exposure. It is critical to make sure innovation and cost savings initiatives do not impair, or conflict with, 71 of 97 87 0 2021 Full Year Overall Long Term Municipal New Issues PFM vs . Urderwriter Muricipal Finarcial Advi sory vs Underv,riter Rank ing Equal Credt to Each Financia l Mvisor, T rue Economics to Each Bookrunner Sourte: Reft ri tiv PFM BofA Seculities Inc C iti M organ Slaney J P Morgan Seculities LLC Goldman Sachs & Co LLC R BC Capital Mar1<ets Stifel Nicolaus & Co Inc W ells Fargo & Co Jeffelies LLC # issues $ i n mi lli ons 998 392 272 263 258 114 457 750 184 86 33 ,908 27 ,080 25 ,466 64,244 48,850 48 City of Deltona Proposal for Financial Advisory Services | RFP #22036 strategic goals. So, first and foremost, PFM strives to develop financing plans that meet our clients’ strategic goals and objectives. Only then do we use our market expertise and knowledge of the latest trends in finance to reduce financing costs. In some instances, savings comes in the form of a lower yield on a bond sale. At other times, something as subtle as changing concepts in a financing document (i.e., Extraordinary Mandatory Prepayment) can save significant dollars today and/or in the future. Facilitate a Successful Closing and Post Sale Reporting. After the sale is completed, we facilitate all steps needed to proceed with a smooth closing – from preparing the closing memorandum to coordinating all steps and overseeing all details necessary to complete the financing in a timely fashion. After each transaction, PFM customarily prepares a financial advisory report, providing clients with a summary of the transaction including the financial alternatives considered, the financial impact of the transaction, and a comparison to similar deals that priced within the same timeframe. On the following page, we show:  The Order Period Summary that shows the number orders received from investors and allocable percentage of bonds that were subscribed for during the order period.  Pricing Commentary & Fairness Opinion documenting PFM’s opinion on the transaction and reasonableness in current market conditions.  Pricing Comparable which shows how the transaction priced compared to recent, similar transactions in the market based on ratings, size and final maturity. Part of this post-sale analysis also includes detailed information regarding the pricing performance of the bond sale, in addition to a review of the City’s prior transactions, other transactions in the market that priced within the same timeframe, and a summary of the pricing in comparison to the pricing model. PFM will compile this information for the City as part of the Financial Advisor’s Report and will also identify the on- going administrative requirements over the life of the transaction. Graphics are provided for illustrative purposes only. 72 of 97 88 0 0 0 Order Period Summary Pricing Comparables -Forward Delivery • After the City authorized the release of the prel iminary scale on Wednesday, February 2 , 2022, the order period was held until 11 :00 AM EST. The results are summarized below. (Additional detail on the order period, including investor analysis, is provided on the following page.) ---·---·-~--_ ...._... ....... -.. _°"'_,....,......,_. ___ _..,. .. ~.,:.u::;.::::.,":::::,.-~~ _.._.,,.,._.,G.O -•-•••--·----------··-·--.:. .. ,_ ... ,1 ___ • There was strong oversubscription across all maturities, with certain maturities oversubscribed by more than 10x .. ~ 10,1'2023 10,1/2024 10,1'2025 ICW ll202C 1t l 1 I0,1'2027 (117430) 1ot 1'20ZI i9>.57 10,1mm 1112.6001 1011 1/2030 (102.325) 10,1'2031 (n.4g:}) I 101'112032 ""-""'1 II T ©PFM 0 r .. -,.o,,,e.•-> r»-...,.._.. r .. -.,,.....,. , .. c,,-,,.~ -n .. c..,..._ <-.. ea..,.,__ ir..••-i,o,.a 1u11-.a ---u-.-i.u.11,a W•--,1t,ar,n..'!!:• .. -,.,.,. -=•:::-,,,,,.. --~~, .... --::;:;:1-------;~ .. c.'----t------'c~----+--~"""-~-~-=~-+---=.,e~----1 ...-·"'Tl' -·~- 'lt.n$ ··-..-. ,.c.»1, ..... ,u.x 9.-,c,r..,,~ -_, ..... -··--.. ,,_ - r s.:."X.1111""""""' Pricing Commentary & Fairness Opinion • Fo llowi ng the orde r period, P FM recommended T he City to accept Bank of America's offer to pu rchase the 2022 A Bonds • Based on the foregoing and ou r knowledge and experience in the issuance of mu n icipal debt , it is PFM Financial Advioors LLC'sopinion that the cou pon rates, yields an d underwriting spread, al l of which constitute the pricing of the 2019 Bon ds, were fair and reaoonable for bonds of simi lar tenor, amount, and credi t q ua l ity given the market conditions at the time of sa le • PFM e ndorsedthedecision toaccepttheteITT1Sof the transaction 49 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Expanded Scope of Services In addition to our core financial advisory services outlined within this section, PFM also provides other services to meet the many financial needs of our clients. Economic and Real Estate Consulting In early 2019, PFM expanded our real estate/economic development expertise by acquiring the consulting business of Fishkind & Associates. PFM’s Real Estate Practice has extensive experience in the evaluation and implementation of financings using infrastructure financing districts, community facilities districts, assessment districts, and various other development-related financings structures. We have been engaged with clients to aid in the implementation of public financing techniques that will promote the development of all types of real estate that are currently in a deteriorated condition or underutilized. This requires the dovetailing of public finance techniques with private financing needed to undertake these developments. Real estate and related economic analysis include: (i) market studies including the highest and best land use analysis, land use needs analyses for local government planning purposes, assessment of local market demand/supply and product absorption conditions; (ii) socio-economic data development supporting traffic and revenue studies, valuations for eminent domain issues, preferred route analysis, and mobility fee and impact fee analysis and (iii) economic growth forecasts, county and sub- county level housing and population forecasts, economic trend versus cycle analysis, and economic effects of legislative initiatives and policy. Florida Financial Forecasts (Covid-19 Response) PFM values our long-term partnership with our issuer clients. During the height of the COVID-19 pandemic, and the resulting economic slowdown, many governments were required to reforecast budget revenues. In an immediate attempt to support our clients, PFM provided a rapid turnaround of a budgetary forecasting model and supporting information to assist municipalities. We developed baseline and downside forecasts based on the best-available information at the time; provided comparison points to the Great Recession as applicable; and provided thoughts on recovery timelines. Our clients responded with appreciation for the thoughtfulness and real-time response to the challenge of the time. Public Private Partnership (P3) Consulting PFM has extensive experience in designing and executing creative financing structures including P3 projects. PFM has arranged over $5 billion in financings for infrastructure and utility installation for special districts. These transactions utilized combinations of special assessments, tax increments, and impact fees to achieve both performance and lower costs. PFM has pioneered the use of synthetic sales taxes, called Public Improvement Fees (“PIF”) to contribute to the infrastructure needed for hotels and other commercial projects. 2021 Full Year Florida Economic Development Long Term Municipal New Issues Municipal Financial Advisory Ranking - Equal Credit to Each Financial Advisor Source: Refinitiv # issues $ in millions PFM 5 Governmental Management Services 1 G L Hicks Financial 1 GMS Group LLC 1 118 8 5 3 73 of 97 89 0 -■ I IMPACT OF COVID19 on the U.S ., FLORIDA & MIAMI-DADE COUNTY ECONOMIES Prepa red for Miami-Dade County, Florida Updated April 14, 2020 0 pfm 50 City of Deltona Proposal for Financial Advisory Services | RFP #22036 PFM has also structured and executed P3 programs for educational institutions and for local governments. Most recently PFM evaluated and assisted in the approval process for a $100 million P3 program in the City of Fort Lauderdale to redevelop its Swimming Hall of Fame and Diving complex. Treasury Consulting Services PFM provides customizable treasury consulting services to evaluate your existing treasury and banking program with the ability to guide you through the rebidding process or direct fee negotiations to help maximize services for cost. Our national and regional presence, combined with our proprietary pricing database, helps us identify long-term trends in bank services and allows us to educate our clients about best practices and current industry trends. Our goal is to align banking products and services with each entity’s specific needs. Using a balanced approach of quantitative and qualitative analysis, our team conducts a comprehensive review of existing banking services and treasury operations. This includes the use of proprietary tools that evaluate and compare fees between multiple banking providers in a uniform manner with the ability to benchmark against current market pricing for similar services. Upon request, we can work closely with clients’ procurement departments to customize a Request for Proposal (RFP) and assist with reviewing responses from potential providers. Where an RFP for services is not desired, we can assist with direct pricing negotiations with existing banking partners (see pricing analysis sample on right). Our assistance saves clients and their staff valuable time, allowing them to focus on other responsibilities. Synario – Agile Modeling Intelligence PFM has years of experience providing financial modeling solutions to our public sector clients in the form of multi-year financial planning. Our experience with both sides of the balance sheet, as well as our engagement with capital improvement planning and understanding how our clients operate has allowed to us to continue to refine our platform, culminating in the creation of the financial forecasting software “Synario.” Synario is an agile financial modeling platform, offering transformative intelligence that helps visionary finance professionals achieve new levels of clarity, credibility, and consensus. Synario provides the ability to not only manipulate data to understand and project historical trends, but more importantly allow users to conduct forward-looking analysis to identify and plan for opportunities and risks. Synario connects to a municipality’s key drivers to provide a prospective view of its financial future. With Synario, finance departments can transform their financial analysis from inefficient and error-prone legacy technologies, including spreadsheets, to flexible financial modeling that can easily configure new scenarios, allowing users to instantly visualize outcomes to institutional challenges and opportunities, ultimately helping shape the direction of your institution. 74 of 97 90 0 Compared to Institutions Compared to Unit Number Paying Compared to All Current Bank's Service Pnce of Units up to $100 ,000 Banks' Prices Pni:es Account Ma intenance ACH Debit Block Maintenance ACH File Process ing or Transmiss ion ACH Item Originated -Credit IA a Transm ission ACH Item Originated -Debit \.ia Transmission ACH Ma intenance ACH Return Item Automated Non-Repetltlw W ire (Domestic ) Checks Paid Deposit (Vault) eLockbox Item Rece l\Aed Incoming W ire (Domestic ) Internat ional Outgoing Wire -USO Posltlw Pay Checks Paid Positlw Pay Maintenance Unencoded Checks Deposited -Tra nsit Wi re Transfer Monthly Maintenance ZBA Master Account ZBA Sub Account 35.0000 30.0000 6.8000 18 0.111 6 2.465 0.1000 5.897 52.0000 5 2.5000 72 6.0000 12 0.1000 164 0.5000 132 0.0700 2.517 10.0000 27 13.0000 0.0200 165 104.0000 1 0.0380 9.410 114.0000 50.0000 25.0000 Abow Average AbowAwrage AbovaAwrage Abow Average AbowAwrage AbowAwrage Below Awrage BelowAw rage BelowAwrage Above Average Abow Average AboveAwrage AbowAwrage AbowAwrage AbowAwrage Above Average Above Awrage Above Awrage Below Average Below Average BelO'NA wrage Below Awrage Below Average BelO'N Awrage Below Average Below Awr?llge BelO'NAWrage Below Average BelowAwrage BelO'N Awrage BelO"NAWrage Awrage Awrage Above Average AbowAwrage AbowAwrage Below Average BelowAwrage BelO'N Awrage BelO"NAWrage BelowAwrage BelO'N Awrage Maximum Maximum Maximum Below Awrage BelowAwrage BelO'NAwrage Maximum Maximum Maximum Abow Average AbowAwrage AboveAwrage Abow Average Abow A1oerage AbowAwrage 51 City of Deltona Proposal for Financial Advisory Services | RFP #22036 C. Disciplinary Action List any and all disciplinary action, administrative proceeding, malpractice claim or other like proceeding against your firm or any of its personnel relating to your firm’s services as financial advisor current, pending or occurring in the last five (5) years. Neither PFM Financial Advisors LLC, nor to its knowledge, any personnel relating to the services of PFM Financial Advisors LLC has been the subject of any disciplinary action, administrative proceeding, malpractice claim or other like proceeding in the past five years. D. Potential Conflict of Interest You should advise the City of Deltona of any potential conflict known by your firm and discuss how, if selected, your firm would address any concerns raised by such dual representation. PFM Financial Advisors LLC knows of no existing or potential conflicts that may affect our engagement with the City in any manner or degree. We periodically update our G-42 Municipal Advisor Conflicts and are required per MSRB rules to provide staff with updated disclosures to include any conflicts. E. Business Relationships with Other Entities Disclose all compensation/fee arrangements (formal or informal) that your firm, its related entities or any proposed personnel currently has, or within the past twelve months has had, with any other potential parties to contemplated financings in which your firm was engaged in any capacity. Such parties include, but are not limited to, swap providers, investment contract providers, verification agents, financial advisory firms, investment banking firms, any other consultants or financial institutions, and law firms. PFM Financial Advisors LLC has a referral arrangement with PFM Asset Management LLC who provides an array of investment advisory services as well as verification agent services. However, there is no requirement for the City to use any of these services as part of the proposed financial advisory agreement. The use of such services is at the full discretion of the City and those services would be provided through a separate engagement. 75 of 97 91 0 ------------------------------ 52 City of Deltona Proposal for Financial Advisory Services | RFP #22036 TAB 5: Cost Proposal and Reimbursement for “Out-of-Pocket” Expenses 1. Cost Proposal Present a concise list of the scope of services and the work products that your firm proposes to provide. Given your proposed scope of services and work products, discuss your proposed fee arrangement based on each of the following alternatives: 1. Compensation on a fixed annual cost, payable monthly. PFM offers a retainer meant to fully support the City for non-transaction services in lieu of charging hourly fees. We would propose an $800 monthly retainer. 2. Compensation on a time and expense basis, with a list of hourly billing rates for the proposed personnel and any proposed increases in such rates during the term of the contract, and the types of reimbursable expenses with proposed charges. PFM is providing the below hourly rate schedule as requested in the RFP. However, PFM rarely bills for non- transactional work unless it is agreed to in writing prior to the commencement of any work. Note, if subject matter experts are brought in to assist with assignments requested by the City, the hourly rate for these professionals will be outlined via separate agreement with the City. Experience Level Hourly Rate Managing Director/Director/Senior Managing Consultant $250.00 Senior Analyst/Analyst $195.00 Administrative $0.00 3. Compensation on a cents-per-bond or per $1,000 of notional amount basis to be paid on a contingent basis for specific financing issues. Fees will be subject to adjustment based upon assignment by the Director of Finance of more than one firm to a single project, if applicable. Any omissions or ambiguities will be construed most favorable to the City of Deltona. PFM proposes the following compensation schedule on debt transactions including bonds, notes, loans, capital leases and other debt obligations (whether taxable or tax-exempt, fixed rate or variable). Negotiated and competitive transactions are billed at the same rate, and multi-purpose financings are billed separately. Price Per $1,000 Per Bond Issue For Bond Related Work Up to $25 million $0.95 per $1,000 Between $25 million and $50 million $0.80 per $1,000 Over $50 million $0.60 per $1,000 Minimum Debt Transaction Fee $18,500 76 of 97 92 0 ------------------------------ 53 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Reimbursement of “Out-of-Pocket” Expenses The City of Deltona shall reimburse for “Out-of-Pocket” expenses upon proper invoice rendered with appropriate receipts attached. Such expenses include long distance telephone, postage, air express charges, fax, reproduction and related costs necessarily incurred as Financial Advisor. Such expenses will be paid from legally available funds of the City of Deltona. Travel expenses related to performance of the services to the City of Deltona, and approved in advance by the City of Deltona, will be reimbursed in accordance with the City of Deltona’s travel policy. Any costs incurred by Financial Advisor which are not specifically provided for herein shall be the expense of Financial Advisor. Additional expense (copies, printing, in state travel, etc.) will be paid by the firm but reimbursed by the County for costs directly related to bond issues. Such expenses will be billed at a flat fee of $500 per transaction. Out of state travel is billed at cost. Standard Contract Language If PFM Financial Advisors LLC is awarded the engagement, we respectfully request the inclusion of certain standard provisions in the resulting contract including provisions that are regulatory requirements driven by our status as a municipal advisor registered with the Securities and Exchange Commission (“SEC”) and with the Municipal Securities Rulemaking Board (“MSRB”) (e.g., municipal advisor description; the scope of MA services, form and basis of compensation, termination or withdrawal of the client relationship, conflicts of interest disclosure, and our disclosure of any legal and disciplinary events). Insurance Requirements PFM does not intend to use any independent contractors or subcontractors, so these provisions are not needed. PFM’s policies do not allow for coverage of independent contractors and subcontractors. ICs and Subs must provide separate, current, and sufficient proof of coverage. 77 of 97 93 0 ------------------------------ City of Deltona Proposal for Financial Advisory Services | RFP #22036 I. Appendices 78 of 97 94 0 ------------------------------ City of Deltona Proposal for Financial Advisory Services | RFP #22036 A. Required Forms 79 of 97 95 0 80 of 9796SCORESHEET FOR: RFP#22036 FINANCIAL ADVISORY SERVICES POSSIBLE CITY OF DEL TONA CONSULTANT EVALUATION TAB CRITERIA POINTS HILL TOP SECURITIES, INC. PFM FINANCIAL ADVISORS LLC 1--------lf----------------------l 1 2 3 4 5 Title Page Cover Letter and Executive Summary Personnel and References Firm Overview Cost Proposal and Reimbursements for "Out of Pocket" Expenses 0 0 40 30 30 100 Selection Committee Member's Name (print) 2-0 To be completed after Selection Committee Meeting Final Ranking I. 2. Does the Committee Member want interviews scheduled with selected firms: 1_3_. __________ _ Yes No PUBLIC RESOURCES ADVISORY GROUP, INC 9U NOTES Selection Committee Member's Signature Date: _______ _ 81 of 9797SCORESHEET FOR: RFP#22036 FINANCIAL ADVISORY SERVICES TAB CRITERIA Title Page 0 Cover Letter and Executive 2 Summary 0 3 Personnel and References 40 4 Firm Overview 30 Cost Proposal and Reimbursements 5 for "Out of Pocket" Expenses 30 100 Selection Committee Member's Name (print} CITY OF DEL TONA CONSUL TANT EVALUATION To be completed after Selection Committee Meeting Final Ranking l. 2. Does the Committee Member want interviews scheduled with selected firms: 1"'3_,_. __________ _ Yes No 82 of 9798SCORESHEET FOR: RFP#22036 FINANCIAL ADVISORY SERVICES POSSIBLE TAB CRITERIA POINTS 1 Title Page 0 Cover Letter and Executive 2 Summary 0 3 Personnel and References 40 4 Firm Overview 30 Cost Proposal and Reimbursements 5 for "Out of Pocket" Expenses 30 100 tM t:Lt:i l..-:f.,i'Seh Selection Committee Member's Name (print) 6 (p .l-f <z>-CITY OF DEL TONA CONSULTANT EVALUATION To be completed after Selection Committee Meeting Final Ranking 1. Pf--v'-A Does the Committee Member want interviews scheduled with selected firms: 3. e g Y\ (j Yes No ✓ Selection Committee Member's Signature Date: 83 of 97 99 CITY OF DELTONA 2345 Providence Blvd. Deltona, FL 32725 Phone : (386) 878-8580 Fax (386) 878-8571 To: Jeremy iedfeldt PFM Financial Advi ors LLC 200 South Orange A venue, Suite 760 Orlando, rL 32801 Project Title: Financial Advisory Services Project No.: RFP# 22036 OTICE OF AWARD Date: July 8, 2022 The City of Deltona has considered all bids submitted for the above project and is pleased to notify you that we have accepted your offer. The agreement is attached for your signature. Please sign and return both originals to my attention along with an original insurance Certificate with an endorsement to the general liability insurance naming the City of Deltona as additional insured. Once the agreement has been signed by the ity Manager, one original will be returned to you. Please return the above documents within fourteen (14) consecutive calendar days. If you fail to return the executed documents within fourteen (14) days, the City will be entitled lo consider all your righls arising out of the Owner's acceptance of your bid to be abandoned and as a forfeiture of other remedies and relief available to the Owner by law. Congratulations on your efforts and we look forward to working with your company. ISSUED BY Owner: Ci of Deltona this -~---=---~ ~~~~-' 2022 Signature: ..!........l~=..q,_=-...!,,.!,.~lL-l.....=--.Jil..'"-<l.-'4-l= By: Mary E. Perez Purchasing Agent ACCEPTANCE OF NOTICE Receipt of the foregoing Notice of Award is hereby acknowledged Company: r/11 L.LC <fl 71-f this __ 6 ____ day of .:f' \.-\ \ , 2022 Signalure ______ _,_._-+-_!i'----'------- Title: /1/t. ., ,,. By : 84 of 97 100 AGREEMENT BETWEEN THE CIT Y OF DELTO A AND PFM FINANCIAL ADVISORS LLC T HIS AGREEMENT is m ade a nd en tere d into this ~t. day of .Jr..J\.Js , 2022 by a nd between th e C ITY OF DELTONA, a municipa lity of the State of Flo rid a , w h ~e ad dress is 2345 Providence Boulevard, Deltona Flor id a 32725, he re inafter called th e "C ity" a nd PFM F inan c ial Adv isors LLC w hose a ddress is 200 So uth Orange Ave nu e Orland o , FL 32 80 I duly aut horized to conduct business in the State of Florida, whose principal ad dress is 17 35 Market Street, 42 nd Flo or, Philadelphia, PA 19 10 3, he re in afte r called th e "Co nsultant". WI1 NESSETH : WHEREAS, RFP #22036 did seek firms or indi v idu a ls q ua lifi ed to provide professional F inancial Ad v iso ry Services; and · WHEREAS, t h e firm desires to perform such serv ices s ubject to the terms of this Agreement; and NOW, THEREFORE, IN CONSIDERATION of the mut ual terms, und erstandin gs, cond iti o n s, premises, covena nts and payment hereinafter set forth, and in tending to be lega ll y bound , t h e pa rt ie s hereby agree as follows : A rticle 1. Recitals 1.1 The forego in g recita ls are true a nd correct and inc orporated he re in by refere nc e. Article 2. Scope of Professional Services 2.1 On the terms a nd con diti o ns set forth in this Agreement, C ity hereby engages Cons ultant to prov id e professiona l Fi nan c ia l A d v isory Services attached h e reto and in co rp orated h ere in by reference , and Consu lt ant's Proposal da ted May 20, 2 022 . 2.2 The se1-vices, a s d escr ib ed in R.FP #22036 , to be re nd ered by the Con s ultant, shall be fo r a period of thr ee yea rs with t he option to r e new for two additional one-year p eriods upon mutual agreement of both parties. 2.3 T h e se rvi ces t o be rendered by th e Con s ultant shall include a ll labor, m a teria ls a nd inc identals necessa ry to perform all wo rk ind icate d a nd specified in the RF P documents. 2.4 Con su ltant acknowledges that noth in g here in s hall be d eemed to pr e clud e th e C ity from retaining the serv ices of other pe rsons or e ntities undertaking t he same o r similar services as those undertaken by the Cons ultant o r from in d ependentl y developing o r acquiring mate rial s or programs th at are s imilar to or competitive with, th e se rvi ces provided under this Agreem e nt. Page I of 11 RFP #22 036 PF I Fin anc ia l Advisors LL C 85 of 97 101 2.5 Consultant shall be responsible for obtaining all required federal, state or local permits required to complete the scope of work under this agreement. 2.6 Upon the request of City, an affiliate of Consultant or a third party referred or otherwise introduced by Consultant may agree to additional services to be provided by such affiliate or third party, by a separate writing, including separate scope and compensation, between City and such affiliate or third party. Article 3. Compensation 3.1 Compensation is on a fixed annual cost, payable monthly at a rate of $800/month retainer ($9600 annually). Any additional work shall be billed at the hourly rates listed in Exhibit A of this agreement. Compensation for any bonds, notes, loans, capital leases shall be paid in accordance with Exhibit A. 3.2 Payment for any and all invoices that may arise as a result of a purchase order issued pursuant to this specification shall minimally meet the following conditions to be considered as a valid payment request: 3.2.l A timely submission of properly certified invoices, in strict accordance with the prices and delivery elements as stipulated in the purchase order document, submitted to the Finance Department at the address stipulated on the Purchase Order. 3.2.2 All invoices submitted shall consist of an original and one (I) copy; clearly reference the purchase order number; provide a sufficient salient description to identify goods or service for which payment is requested; contain date of delivery; original or legible copy of signed delivery receipt including both manual signature and printed name of a designated City employee or authorized Agent; and be clearly marked as "partial", "complete" or "final" invoice. The City will accept partial deliveries. 3.2.3 The invoice shall contain the Proposer's Federal Employer Identification Number. 3.2.4 The City's terms are "Net 30 Days" after acceptance of goods or services and receipt of an acceptable invoice as described herein. Any discounts must be offered on the RFP Response Form. 3.3 The Consultant shall not be entitled to payment for any other expenses, fees, or other costs it may incur at any time and in any connection with its performance hereunder other than those fees as stated in the Work Authorization. The Consultant hereby agrees that the total cost, as stated in the Work Authorization, is inclusive of all overhead and administrative expenses. 3.4 In the event a specific project is to be funded by state or federal monies, the Consultant hereby agrees to comply with all requirements of the state or federal government applicable to the Page 2 of 11 RFP #22036 PFM Financial Advisors LLC 86 of 97 102 use of the monies, including receiving no payment until all required forms are completed, submitted, and approved by the City. Article 4. City Responsibilities 4.1 City shall promptly review the deliverables and other materials submitted by Consultant and provide direction to Gonsultant as needed. City shall designate one City staff member to act as City's Project Administrator and/or Spokesperson. 4.2 The City will provide to the Consultant all necessary and available data developed and/or within the possession of the City, and any other data the City possesses that would be useful to the Consultant in the completion of the required services. Article 5. Special Terms and Conditions 5.1 Qualifications. Firms or individuals shall be registered with the State of Florida and have obtained at least the minimum thresholds of education and professional experience required by Florida Statutes to perform the services contained herein. 5.2 Termination. This Agreement may be terminated by the City upon thirty (30) days advance written notice to the Consultant; but if any work is in progress but not completed as of the date of termination, then this Agreement may be extended upon written approval of the City until said work is completed by the Consultant and accepted by the City. A. Upon notification to the Consultant of termination by the City, Consultant will immediately discontinue all services affected unless the notice directs otherwise. B. Termination for Convenience. In the event this Agreement is terminated or cancelled upon the request and for the convenience of City, City shall reimburse Consultant for actual work satisfactorily completed. C. Termination for Cause. If the termination of this Agreement is due to the failure of the Consultant to fulfill his contractual obligations, City shall reimburse Consultant for actual work satisfactorily completed, and City may take over the work and prosecute the same to completion by Agreement or otherwise. D. In the event of termination of this Agreement, all work, reports, and other work product produced by Consultant in connection with the Agreement shall be returned to the City and become and remain the property of the City. 5.3 Assignment. This Agreement may not be assigned or transferred in any manner by Consultant without written authorization by the City. 5.4 Insurance and Bond. Consultant shall provide and maintain, during the entire term of this Agreement, without cost to the City, insurance in the following types and limits with a company Page 3 ofll RFP#22036 PFM Financial Advisors LLC 87 of 97 103 or companies authorized to do business in the State of Florida. Consultant shall not commence work under the Agreement until City has received an acceptable certificate or certificates of insurance and endorsement evidencing the required insurance, with the following minimum limits and coverage limits fully available during the entire contract period: (A) Professional liability (medical malpractice, engineers, architect, environmental, errors and omissions, etc.) insurance as applicable, with minimum limits of $1,000,000 per claim/aggregate. Professional liability insurance shall be maintained for at least one year from the termination of the Agreement. (B) General Liability insurance on forms no more restrictive than the latest edition of the Commercial General Liability policy (CG 00 01 or CG 00 02) of the Insurance Services Office or equivalent without restrictive endorsements, with the minimum limits and coverage of $1,000,000 per occurrence; combined single limit for Bodily Injury Liability and Property Damage Liability. This shall include Premises and/or Operations, Independent Contractors, and Products and/or Completed Operations, and a Contractual Liability Endorsement. (C) Contractor/Consultant shall maintain automobile liability insurance with a limit of not less than $1,000,000 combined single limit each accident; $500,000 bodily injury per person; $500,000 bodily injury per accident; $300,000 property damage. Such insurance shall cover liability arising out of any auto, including owReEl, hired and non-owned autos. The policy shall be endorsed to provide contractual liability coverage. (D) Workers' compensation insurance in accordance with Florida Statute, Chapter 440, and/or any other applicable law requiring workers' compensation (Federal, maritime, etc). (E) Additional Requirements. (I) City of Deltona shall be named and endorsed as an additional insured on the General liability policy. (2) The General Liability policy is to contain or be endorsed to name the City, its officers, officials and employees as additional insureds as respects to the liability arising out of the activities performed under this Agreement. Such coverage shall be primary to the extent of Consultants negligent acts or omissions or willful misconduct, and shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. In addition, a waiver of subrogation by the commercial liability insurer shall be provided that lists or names the additional insured as subject to the waiver. Coverage shall be on an "occurrence" basis and not "claims made". (3) Certifieates of iRs1:1fftRee Contractor/Consultant shall provide for a minimum of thirty (30) days prior written notice to the City of any material change or cancellation of Page4 of 11 RFP#22036 PFM Financial Advisors LLC 88 of 97 104 the required insurance, with ten (10) day written notice of cancellation due to non-payment of premium. ( 4) Certificates of insurance shall identify the Bid number, contract, project, etc. in the Description of Operations section of the Certificate. (5) Consultant shall be responsible for subcontractors and their insurance. (6) The Certificate holder section of each policy shall state: City OF DEL TONA, 2345 PROVIDENCE BOULEY ARD, DEL TONA, FLORIDA 32725. (7) Consultant shall be solely responsible for all deductibles and self-insurance retention on Liability Insurance policies. All of the policies of insurance so required to be purchased and maintained shall contain a provision or endorsement that the coverage afforded shall not be canceled, materially changed or renewal refused without thirty (30) calendar days written notice, or without ten ( 10) days written notice of cancellation due to non-payment of premium, being given to City by certified mail. 5.5 Indemnity. Consultant shall indemnify and hold City and its agents, officers, commission, or employees harmless for any damages resulting from failure of Consultant to take out and maintain the above insurance. Additionally, Consultant agrees to indemnify, defend and hold the City, and its officers, commission, employees and agents free and harmless from and against any and all losses, penalties, damages, settlements, costs, charges, professional and attorney fees, court costs, other expenses and liabilities to the extent resulting from the negligent act, error or omission of Consultant, its agents, employees or representative, in the performance of Consultant's duties set forth in this Agreement, including any act alleged to give rise to an action in inverse condemnation. 5.6 Independent Contractor. Consultant agrees that it shall be acting as an independent contractor and shall not be considered or deemed to be an agent, employee, joint venturer, or partner of City. Consultant shall have no authority to contract for or bind City in any manner and shall not represent itself as an agent of City or as otherwise authorized to act for or on behalf of City. 5.7 Ownership of Deliverables. (a) Title to all work product produced by Consultant pursuant to this Agreement shall be and remain the sole and exclusive property of City when produced. Consultant shall deliver all such original work product to City upon completion thereof unless it is necessary for Consultant, in City's sole discretion to retain possession for a longer period of time. (b) The documents, reports, and similar materials provided or created by Consultant are public records and Consultant shall abide by applicable requirements of Florida law. Consultant shall notify the City within 24 hours of receiving the request to release the information concerning the subject project to a member of the media and/or to the public. The City's notification shall to Page 5 ofll RFP#22036 PFM Financial Advisors LLC 89 of 97 105 the extent possible provide the name, date, time and type of information requested to be released prior to the Consultant's release or disclosure of information to the media or to the public. 5.8 Return of Materials. Upon the request of the City, but in any event upon termination of this Agreement, Consultant shall surrender to the City all memoranda, notes, records, and other documents or materials pertaining to the services hereunder, that were furnished to the Consultant by the City pursuant to this Agreement. Consultant may keep copies of all work products for its records. 5.9 NO CLAIM FOR DAMAGES OR ANY CLAIM OTHER THAN FOR AN EXTENSION OF TIME SHALL BE MADE OR ASSERTED AGAINST THE CITY BY REASON OF ANY DELAYS. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the work from any cause whatsoever, shall relieve the Consultant of his duty to perform or give rise to any right to damages or additional compensation from the City. The Consultant expressly acknowledges and agrees that the Consultant shall receive no damages for delay. The Consultant's sole remedy, if any, against the City shall be the right to seek an extension to the contract time. 5.10 Retaining Other Consultants. Nothing herein shall be deemed to preclude the City from retaining the services of other persons or entities undertaking the same or similar services as those undertaken by the Consultant or from independently developing or acquiring materials or programs that are similar to or competitive with, the services provided under this Agreement. 5.11 Accuracy. The Consultant is responsible for the professional quality, technical accuracy, timely completion and coordination of all the services furnished hereunder. The Consultant shall, without additional compensation, correct or revise any errors, omissions or other deficiencies in its designs, drawings, reports or other services. 5.12 Codes and Regulations. All work completed under this Agreement shall at all times comply with all applicable federal, state and local statutes, codes, regulations and ordinances. 5.13 Public Entity Crimes. A person or affiliate who has been placed on the convicted vendor list following a conviction of a public entity crime may not be awarded or perform work as a contractor, supplier, subcontractor, or engineer under a contract with any public entity in excess of the threshold amount provided in Florida Statutes, section 287.017 for Category Two for a period of thirty-six (36) months from the date of being placed on the convicted vendor list. 5.14 Prohibition against Contingent Fees. Consultant warrants that they have not employed or retained any company or person, other than a bona fide employee working solely for the Consultant to solicit or secure this Agreement and that they have not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for the Consultant, any fee, commission, percentage, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Page 6 of 11 RFP #22036 PFM Financial Advisors LLC 90 of 97 106 5.13 Public Records. The Contractor shall allow public access to all documents, papers, letters, or other material subject to the provisions of Chapter I I 9, Florida Statutes, and made or received by the Contractor in conjunction with this Agreement. Specifically, the Contractor shall: (a) Keep and maintain public records that ordinarily and necessarily would be required by the City in order to perform the service. (b) Upon request of the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in state law or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the City. (d) Meet all requirements for retaining public records and transfer, at no cost, to the City all public records in possession of the Contractor upon termination of the Agreement and destroy and duplicate public records that are exempt or confidential and exempt from the public records disclosure requirements. All records stored electronically must be provided to the City in a format that is compatible with the information technology system of the City. (e)IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (386) 878-8100, iraftery@deltonafl.gov, 2345 Providence Blvd., Deltona, Florida 32725. Article 6. General Conditions 6.1 This Agreement is made under, and in all respects shall be interpreted, construed, enforced, and governed by and in accordance with, the laws of the State of Florida. Venue for any legal action resulting from this Agreement shall lie solely in Volusia County, Florida. 6.2 No modification, amendment or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. The City may make changes in the services at any time by giving written notice to Consultant. If such changes increase (additional services) or decrease (eliminate any amount of work) in the scope of work, City and Consultant shall modify this agreement through issuance of Page 7 of I 1 RFP #22036 PFM Financial Advisors LLC 91 of 97 107 a change order. All change orders shall be authorized in writing by City prior to commencing or reducing any term of this agreement. 6.3 The captions utilized in this Agreement are for the purposes of identification only and do not control or affect the meaning or construction of any of the provisions hereof. 6.4 This Agreement shall be binding upon and shall inure to the benefit of each of the parties and of their respective successors and permitted assigns. Nothing in this Agreement is intended or shall be deemed to confer any rights or benefits upon any entity or person other than the parties hereto or to make or render any such other entity or person a third-party beneficiary of this Agreement. 6.5 This Agreement may not be amended, released, discharged, rescinded or abandoned, except by a written instrument duly executed by each of the parties hereto. 6.6 The failure of any party hereto at any time to enforce any of the provisions of this Agreement will in no way constitute or be construed as a waiver of such provision or of any other provision hereof, nor in any way affect the validity of, or the right thereafter to enforce, each and every provision of this Agreement. 6. 7 During the term of this Agreement Consultant assures City that it is in compliance with Title VII of the I 964 Civil Rights Act, as amended, and the Florida Civil Rights Act of 1992, in that Consultant does not on the grounds ofrace, color, national origin, religion, sex, age, disability or marital status, discriminated in any form or manner against Consultant employees or applicants for employment. Consultant understands and agrees that this Agreement is conditioned upon the veracity of this statement of assurance. Article 7. Severability 7.1 The invalidity or unenforceability of any particular provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed in all respects as if such invalid or unenforceable provisions were omitted. 7.2 Wherever provision is made in this Agreement for the giving, service or delivery of any notice, statement or other instrument, such notice shall be in writing and shall be deemed to have been duly given, served and delivered, if delivered by hand or mailed by United States registered or certified mail or sent by facsimile, addressed as follows: If to Consultant: Jeremy Niedfeldt PFM Financial Advisors LLC 200 South Orange Avenue Suite 760 Orlando, FL 32801 Page 8 of 11 RFP#22036 PFM Financial Advisors LLC Ifto City: John A. Peters, III, P .E. Acting City Manager City of Deltona 2345 Providence Blvd. Deltona, Florida 32725 92 of 97 108 Each party hereto may change its mailing address by giving to the other party hereto, by hand delivery, United States registered or certified mail notice of election to change such address. Article 8. Scope of Agreement 8.1 This Agreement is intended by the parties hereto to be the final expression of their Agreement, and it constitutes the full and entire understanding between the parties with respect to the subject hereof, notwithstanding any representations, statements, or agreements to the contrary heretofore made. For the sake of clarity, any separate agreement between City and an affiliate of Consultant or any third party referred or introduced by Consultant shall not in any way be deemed an amendment or modification of this Agreement. 8.2 This Agreement consists of the following: This Agreement Notice of Award RFP Documents Exhibit A Addendum, if any Consultant's Proposal Article 9. Registered Municipal Advisor; Required Disclosures 9.1 Consultant is a registered municipal advisor with the Securities and Exchange Commission (the "SEC") and the Municipal Securities Rulemaking Board (the "MSRB"), pursuant to the Securities Exchange Act of 1934 Rule 15Bal-2. If City has designated Consultant as its independent registered municipal advisor ("IRMA") for purposes of SEC Rule 15Bal-l(d)(3)(vi) (the "IRMA exemption"}, then services provided pursuant to such designation shall be the services described in Exhibit A hereto, subject to any agreed upon limitations. Verification of independence (as is required under the IRMA exemption) shall be the responsibility of such third party seeking to rely on such IRMA exemption. Consultant shall have the right to review and approve in advance any representation of Consultant's role as IRMA to City. 9.2 MSRB Rules require that municipal advisors make written disclosures to their clients of all material conflicts of interest, certain legal or disciplinary events and certain regulatory requirements. Such disclosures are provided in Consultant's Disclosure Statement delivered to City prior to or together with this Agreement. Article 10. Information to be Furnished to Consultant 10.1 All information, data, reports, and records in the possession of City or any third party necessary for carrying out any services to be performed under this Agreement ("Data") shall be furnished to Consultant. Consultant may rely on the Data in connection with its provision of the services under this Agreement and the provider thereof shall remain solely responsible for the adequacy, accuracy and completeness of such Data. Page9 of 11 RFP#22036 PFM Financial Advisors LLC Article 11. E-VERIFY 93 of 97 109 1) Definitions: "Contractor" means a person or entity that has entered or is attempting to enter into a contract with a public employer to provide labor, supplies, or services to such employer in exchange for salary, wages, or other remuneration. "Subcontractor" means a person or entity that provides labor, supplies, or services to or for a contractor or another subcontractor in exchange for salary, wages, or other remuneration. 2) Effective January I, 2021, public and private employers, contractors and subcontractors will begin required registration with, and use of the E-verify system in order to verify the work authorization status of all newly hired employees. Vendor/Consultant/Contractor acknowledges and agrees to utilize the U.S. Department of Homeland Security's E-Verify System to verify the employment eligibility of: a) All persons employed by Vendor/Consultant/Contractor to perform employment duties within Florida during the term of the contract; and b) All persons (including subvendors/subconsultants/subcontractors) assigned by Vendor/Consultant/Contractor to perform work pursuant to the contract with the Department. The Vendor/Consultant/Contractor acknowledges and agrees that use of the U.S. Department of Homeland Security's E-Verify System during the term of the contract is a condition of the contract with the City of Coconut Creek; and c) By entering into this Contract, the Contractor becomes obligated to comply with the provisions of Section 448.095, Fla. Stat., "Employment Eligibility," as amended from time to time. This includes but is not limited to utilization of the E-Verify System to verify the work authorization status of all newly hired employees, and requiring all subcontractors to provide an affidavit attesting that the subcontractor does not employ, contract with, or subcontract with, an unauthorized alien. The contractor shall maintain a copy of such affidavit for the duration of the contract. Failure to comply will lead to termination of this Contract, or if a subcontractor knowingly violates the statute, the subcontract must be terminated immediately. Any challenge to termination under this provision must be filed in the Circuit Court no later than 20 calendar days after the date of termination. If this contract is terminated for a violation of the statute by the Contractor, the Contractor may not be awarded a public contract for a period of 1 year after the date of termination. Page IO of I I RFP #22036 (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK) PFM Financial Advisors LLC 94 of 97 110 IN WITNESS WHEREOF the parties hereto have made and executed this Agreement for the purposes stated herein. ATTEST: C ATTEST: City Clerk Page 11 of 11 RFP #22036 PFM Fimmcial J\d i ors LL Date CONSULT ANT: Title: President: Date ------- NA ERS, IIl P.E. ity Manager CONTRACT FOR FINANCIAL ADVISORY SERVICES ATTACHMENT B • Contract Fee Schedule, TAB #5 95 of 97 111 52 City of Deltona Proposal for Financial Advisory Services | RFP #22036 TAB 5: Cost Proposal and Reimbursement for “Out-of-Pocket” Expenses 1. Cost Proposal Present a concise list of the scope of services and the work products that your firm proposes to provide. Given your proposed scope of services and work products, discuss your proposed fee arrangement based on each of the following alternatives: 1. Compensation on a fixed annual cost, payable monthly. PFM offers a retainer meant to fully support the City for non-transaction services in lieu of charging hourly fees. We would propose an $800 monthly retainer. 2. Compensation on a time and expense basis, with a list of hourly billing rates for the proposed personnel and any proposed increases in such rates during the term of the contract, and the types of reimbursable expenses with proposed charges. PFM is providing the below hourly rate schedule as requested in the RFP. However, PFM rarely bills for non- transactional work unless it is agreed to in writing prior to the commencement of any work. Note, if subject matter experts are brought in to assist with assignments requested by the City, the hourly rate for these professionals will be outlined via separate agreement with the City. Experience Level Hourly Rate Managing Director/Director/Senior Managing Consultant $250.00 Senior Analyst/Analyst $195.00 Administrative $0.00 3. Compensation on a cents-per-bond or per $1,000 of notional amount basis to be paid on a contingent basis for specific financing issues. Fees will be subject to adjustment based upon assignment by the Director of Finance of more than one firm to a single project, if applicable. Any omissions or ambiguities will be construed most favorable to the City of Deltona. PFM proposes the following compensation schedule on debt transactions including bonds, notes, loans, capital leases and other debt obligations (whether taxable or tax-exempt, fixed rate or variable). Negotiated and competitive transactions are billed at the same rate, and multi-purpose financings are billed separately. Price Per $1,000 Per Bond Issue For Bond Related Work Up to $25 million $0.95 per $1,000 Between $25 million and $50 million $0.80 per $1,000 Over $50 million $0.60 per $1,000 Minimum Debt Transaction Fee $18,500 96 of 97 112 0 ------------------------------ 53 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Reimbursement of “Out-of-Pocket” Expenses The City of Deltona shall reimburse for “Out-of-Pocket” expenses upon proper invoice rendered with appropriate receipts attached. Such expenses include long distance telephone, postage, air express charges, fax, reproduction and related costs necessarily incurred as Financial Advisor. Such expenses will be paid from legally available funds of the City of Deltona. Travel expenses related to performance of the services to the City of Deltona, and approved in advance by the City of Deltona, will be reimbursed in accordance with the City of Deltona’s travel policy. Any costs incurred by Financial Advisor which are not specifically provided for herein shall be the expense of Financial Advisor. Additional expense (copies, printing, in state travel, etc.) will be paid by the firm but reimbursed by the County for costs directly related to bond issues. Such expenses will be billed at a flat fee of $500 per transaction. Out of state travel is billed at cost. Standard Contract Language If PFM Financial Advisors LLC is awarded the engagement, we respectfully request the inclusion of certain standard provisions in the resulting contract including provisions that are regulatory requirements driven by our status as a municipal advisor registered with the Securities and Exchange Commission (“SEC”) and with the Municipal Securities Rulemaking Board (“MSRB”) (e.g., municipal advisor description; the scope of MA services, form and basis of compensation, termination or withdrawal of the client relationship, conflicts of interest disclosure, and our disclosure of any legal and disciplinary events). Insurance Requirements PFM does not intend to use any independent contractors or subcontractors, so these provisions are not needed. PFM’s policies do not allow for coverage of independent contractors and subcontractors. ICs and Subs must provide separate, current, and sufficient proof of coverage. 97 of 97 113 0 ------------------------------ 52 City of Deltona Proposal for Financial Advisory Services | RFP #22036 TAB 5: Cost Proposal and Reimbursement for “Out-of-Pocket” Expenses 1. Cost Proposal Present a concise list of the scope of services and the work products that your firm proposes to provide. Given your proposed scope of services and work products, discuss your proposed fee arrangement based on each of the following alternatives: 1. Compensation on a fixed annual cost, payable monthly. PFM offers a retainer meant to fully support the City for non-transaction services in lieu of charging hourly fees. We would propose an $800 monthly retainer. 2. Compensation on a time and expense basis, with a list of hourly billing rates for the proposed personnel and any proposed increases in such rates during the term of the contract, and the types of reimbursable expenses with proposed charges. PFM is providing the below hourly rate schedule as requested in the RFP. However, PFM rarely bills for non- transactional work unless it is agreed to in writing prior to the commencement of any work. Note, if subject matter experts are brought in to assist with assignments requested by the City, the hourly rate for these professionals will be outlined via separate agreement with the City. Experience Level Hourly Rate Managing Director/Director/Senior Managing Consultant $250.00 Senior Analyst/Analyst $195.00 Administrative $0.00 3. Compensation on a cents-per-bond or per $1,000 of notional amount basis to be paid on a contingent basis for specific financing issues. Fees will be subject to adjustment based upon assignment by the Director of Finance of more than one firm to a single project, if applicable. Any omissions or ambiguities will be construed most favorable to the City of Deltona. PFM proposes the following compensation schedule on debt transactions including bonds, notes, loans, capital leases and other debt obligations (whether taxable or tax-exempt, fixed rate or variable). Negotiated and competitive transactions are billed at the same rate, and multi-purpose financings are billed separately. Price Per $1,000 Per Bond Issue For Bond Related Work Up to $25 million $0.95 per $1,000 Between $25 million and $50 million $0.80 per $1,000 Over $50 million $0.60 per $1,000 Minimum Debt Transaction Fee $18,500 114 0 ------------------------------ 53 City of Deltona Proposal for Financial Advisory Services | RFP #22036 Reimbursement of “Out-of-Pocket” Expenses The City of Deltona shall reimburse for “Out-of-Pocket” expenses upon proper invoice rendered with appropriate receipts attached. Such expenses include long distance telephone, postage, air express charges, fax, reproduction and related costs necessarily incurred as Financial Advisor. Such expenses will be paid from legally available funds of the City of Deltona. Travel expenses related to performance of the services to the City of Deltona, and approved in advance by the City of Deltona, will be reimbursed in accordance with the City of Deltona’s travel policy. Any costs incurred by Financial Advisor which are not specifically provided for herein shall be the expense of Financial Advisor. Additional expense (copies, printing, in state travel, etc.) will be paid by the firm but reimbursed by the County for costs directly related to bond issues. Such expenses will be billed at a flat fee of $500 per transaction. Out of state travel is billed at cost. Standard Contract Language If PFM Financial Advisors LLC is awarded the engagement, we respectfully request the inclusion of certain standard provisions in the resulting contract including provisions that are regulatory requirements driven by our status as a municipal advisor registered with the Securities and Exchange Commission (“SEC”) and with the Municipal Securities Rulemaking Board (“MSRB”) (e.g., municipal advisor description; the scope of MA services, form and basis of compensation, termination or withdrawal of the client relationship, conflicts of interest disclosure, and our disclosure of any legal and disciplinary events). Insurance Requirements PFM does not intend to use any independent contractors or subcontractors, so these provisions are not needed. PFM’s policies do not allow for coverage of independent contractors and subcontractors. ICs and Subs must provide separate, current, and sufficient proof of coverage. 115 0 ------------------------------ 4/3/23, 2:55 PM Detail by Entity Name https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOrder=PFMFINA…1/2 Document Number FEI/EIN Number Date Filed State Status Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Foreign Limited Liability Company PFM FINANCIAL ADVISORS LLC Filing Information M16000004976 81-1642787 06/21/2016 DE ACTIVE Principal Address 1735 MARKET STREET 42nd Floor PHILADELPHIA, PA 19103 Changed: 04/27/2022 Mailing Address 1735 MARKET STREET 42nd Floor PHILADELPHIA, PA 19103 Changed: 04/27/2022 Registered Agent Name & Address REGISTERED AGENT SOLUTIONS, INC. 155 OFFICE PLAZA DRIVE, SUITE A TALLAHASSEE, FL 32301 Authorized Person(s) Detail Name & Address Title MEMBER, Manager Mitchell, Jessica Cameron 1735 MARKET STREET 42nd Floor PHILADELPHIA, PA 19103 Title MEMBER, MANAGER D C Florida Department of State 116 '1 Ds 11m10N of r}jJJr ~.org LDJUJDJs .. /i'l'JD~t"'f~ wt vjfirl!JJ Sime oj Flvr/dl.J w?init? --------- 4/3/23, 2:55 PM Detail by Entity Name https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOrder=PFMFINA…2/2 HARTMAN, DANIEL 1735 MARKET STREET 42nd Floor PHILADELPHIA, PA 19103 Title Manager, Member MADDOX, CHERYL 1735 MARKET STREET 42nd Floor PHILADELPHIA, PA 19103 Title Manager, Member Doyle, Jamie 1735 MARKET STREET 42nd Floor PHILADELPHIA, PA 19103 Title Manager, Member Daniel, Lisa 1735 MARKET STREET 42nd Floor PHILADELPHIA, PA 19103 Annual Reports Report Year Filed Date 2020 04/14/2020 2021 04/30/2021 2022 04/27/2022 Document Images 04/27/2022 -- ANNUAL REPORT View image in PDF format 04/30/2021 -- ANNUAL REPORT View image in PDF format 04/14/2020 -- ANNUAL REPORT View image in PDF format 08/21/2019 -- AMENDED ANNUAL REPORT View image in PDF format 02/21/2019 -- AMENDED ANNUAL REPORT View image in PDF format 01/23/2019 -- ANNUAL REPORT View image in PDF format 05/02/2018 -- AMENDED ANNUAL REPORT View image in PDF format 01/12/2018 -- ANNUAL REPORT View image in PDF format 01/09/2017 -- ANNUAL REPORT View image in PDF format 06/21/2016 -- Foreign Limited View image in PDF format Florida Department of State, Division of Corporations 117 1735 MARKET STREET 42ND FLOOR PHILADELPHIA, PA 19103 Current Principal Place of Business: Current Mailing Address: 1735 MARKET STREET 42ND FLOOR PHILADELPHIA, PA 19103 US Entity Name: PFM FINANCIAL ADVISORS LLC DOCUMENT# M16000004976 FEI Number: 81-1642787 Certificate of Status Desired: Name and Address of Current Registered Agent: REGISTERED AGENT SOLUTIONS, INC. 155 OFFICE PLAZA DRIVE, SUITE A TALLAHASSEE, FL 32301 US The above named entity submits this statement for the purpose of changing its registered office or registered agent, or both, in the State of Florida. SIGNATURE: Electronic Signature of Registered Agent Date Authorized Person(s) Detail : I hereby certify that the information indicated on this report or supplemental report is true and accurate and that my electronic signature shall have the same legal effect as if made under oath; that I am a managing member or manager of the limited liability company or the receiver or trustee empowered to execute this report as required by Chapter 605, Florida Statutes; and that my name appears above, or on an attachment with all other like empowered. SIGNATURE: Electronic Signature of Signing Authorized Person(s) Detail Date FILED Apr 27, 2022 Secretary of State 1848927656CC LISA DANIEL MANAGER 04/27/2022 2022 FOREIGN LIMITED LIABILITY COMPANY ANNUAL REPORT No Title MEMBER, MANAGER Name MITCHELL, JESSICA CAMERON Address 1735 MARKET STREET 42ND FLOOR City-State-Zip:PHILADELPHIA PA 19103 Title MANAGER, MEMBER Name MADDOX, CHERYL Address 1735 MARKET STREET 42ND FLOOR City-State-Zip:PHILADELPHIA PA 19103 Title MANAGER, MEMBER Name DANIEL, LISA Address 1735 MARKET STREET 42ND FLOOR City-State-Zip:PHILADELPHIA PA 19103 Title MEMBER, MANAGER Name HARTMAN, DANIEL Address 1735 MARKET STREET 42ND FLOOR City-State-Zip:PHILADELPHIA PA 19103 Title MANAGER, MEMBER Name DOYLE, JAMIE Address 1735 MARKET STREET 42ND FLOOR City-State-Zip:PHILADELPHIA PA 19103 118 Sergio Masvidal Managing Director PFM Financial Advisors LLC Sergio Masvidal is a managing director in the Miami office. He is primarily responsible for leading and providing technical financial advisory services to clients throughout Florida and the Southeast, with a primary focus in South Florida. He has extensive experience, having actively managed over $15 billion of bond transactions over the last 18 years. Sergio’s clients include a variety of Counties, Cities, School Districts, Special Taxing Districts, Utilities and Transportation Authorities. In his role as project manager, Sergio devotes a significant amount of time providing financial advisory services to cities in South Florida and along the east coast. Sergio has expertise in project financing, having helped develop long-term financing plans that create innovative and cost-effective structures. Part of this process includes a comprehensive evaluation of available security pledges and complicated strategic issues, as well as providing guidance on credit structures and developing the credit agency approach for issuers. Sergio has recent relevant experience assisting clients to develop financing strategies for long-term capital improvement programs. In his role as advisor to municipalities with special taxes, transit funding, and general government financings, he has advised both competitive and negotiated public offerings, direct bank placements, as well as TIFIA/WIFIA funding. Sergio has also assisted issuers throughout the South Florida region to maintain high credit ratings from the major credit agencies through the most recent pandemic. In the community Sergio serves as a volunteer at the Kendall Boys & Girls Club, as well as the Miami-Dade Public Schools Contact 2222 Ponce de Leon Blvd Coral Gables, FL 33134 masvidals@pfm.com 786.671.7480 office Specialties Financial Advisory State & Local Governments Education B.A. in Psychology Muhlenberg College Professional Designations or Licenses Municipal Advisor Representative (Series 50) Started with PFM: 2003 Started in the Field: 2003 RESUMES OF KEY PROFESSIONALS Retrieved April 24, 2023 119 pfm Listeners/Oyentes Program. He is also apart of PFM’s Environmental Resiliency team and had previously served as a volunteer committee member on the County’s 100RC “Living with Water” subcommittee. RESUMES OF KEY PROFESSIONALS Retrieved April 24, 2023 120 pfm