|Tentative Schedule of Events|
9/23/2016: Distribution and Posting of RFP
10/7/2016: Proposal Due Date to Park County
10/12/2016 - 10/14/2016: Interviews, if needed
10/18/2016: Underwriter Selection
11/16/2016 - 11/17/2016: Projected Sale of COPs
Park County is seeking proposals from prospective underwriters for an estimated $5.5 million of lease/purchase certificates of participation (the “2016 COPs”). Proceeds of the 2016 COPs will be used, along with other funds of the County, for the construction and completion of Phase II of the Park County Combined Office Building Project.
Anticipated Legal Structure of the Transaction
The 2016 COPs will be paid from base rental payments made by the County pursuant to an annual-appropriation lease purchase agreement. The leased property is expected to be the existing and proposed components of the Park County Combined Office Building as further described herein.
The interest on the 2016 COPs will be exempt from federal and Colorado state income tax. The County is considered a “small issuer” for 2016 tax purposes, and the 2016 COPs are eligible for designation as a “bank-qualified” obligation.
The County reserves the right to reject all proposals, to negotiate with any prospective purchaser, and to seek financing through other means. The County may request an interview with one or more of the proposing firms after reviewing the proposals. If the 2016 COPs are not delivered for any reason, the proposing firms will have no recourse against the Trustee, the County, its financial advisor, bond counsel or special counsel, or any of their affiliates, agents or representatives for any expenses, losses, damages or liability incurred.
The land and buildings constituting the 2016 Leased Property, which are owned outright by the County, will be leased to the Trustee in a Site Lease. The County will also enter into a Lease Agreement with the Trustee for a period of approximately 20 years. Subject to annual appropriation, the County will make annual Base Rental payments to the Trustee under the terms of the Lease Agreement. The Trustee will repay the 2016 COPs from the Base Rentals received from the County. The Site Lease will terminate upon the earlier of the full payment of the Lease Agreement, or upon its expiration (at least ten longer than the term of the Lease Agreement).
The 2016 Project
The Trustee will be acting under an Indenture of Trust pursuant to which the 2016 Certificates of Participation will be executed and delivered. The Underwriter will purchase the 2016 COPs from the Trustee, and the Trustee will disburse the proceeds to the County as requisitions are submitted for eligible expenditures which the County.
Neither the 2016 COPs nor the Lease Agreement will be a long-term debt or multiple fiscal year obligation of the County. The County’s obligation to make payments under the Lease Agreement will not extend beyond any fiscal year for which an appropriation has been made. Annually appropriated lease payments may be paid from any available revenues of the County.
Legal documents will be drafted by the law firm of Kutak Rock LLP, which has been retained by the County as its bond counsel and disclosure counsel for this transaction. Kutak Rock will render an opinion in customary form with respect to the validity of the Lease Agreement and tax-exempt treatment of the interest portion of the Base Rentals due under the Lease Agreement. Drafts of the Indenture of Trust, the Site Lease, the Lease, the Preliminary Official Statement, and any other required documents will be available for review and comment by the Underwriter prior to the final action by the County.
In 2012, Park County completed the construction of Phase I of the Park County Combined Office Building Project. The 9,940 sq. ft., two-story Phase I building now houses the County’s Health and Human Services Department, providing office space for its employees as well as the needed service-delivery and meeting space for Public Health Services, Veteran’s Services, and the County’s Senior Coalition (the “Phase I Building”). The Phase I Building is located on a three-acre site with 30 parking stalls.
2016 Leased Property
The 2016 COP proceeds will be used, along with other funds provided by the County, to complete Phase II of the Project. Phase II will consist primarily of a LEED-certified 23,000 sq. ft. building (est.) which will adjoin and provide physical access to the existing Phase I building (the “Phase II Building”). The street address of the Phase II Building will be 825 Clark Street, in Fairplay, CO. The Phase II Building will serve as the primary office facility for the County’s Administrative and Development Services staff. In addition, it will provide a new hearing room for the Board of County Commissioners, and new offices for the County Treasurer, the County Assessor, the County Clerk and Recorder, and their staff. The Phase II Building will also provide meeting rooms, community assembly areas, break rooms, etc.
In addition to the Phase II Building, the 2016 Project will also provide for the renovation of the basement level of the Phase I building, providing an additional 5,840 sq. ft. (est.) of useful space. An estimated 74 new parking spaces will also be constructed as a part of the 2016 Project.
Construction of the 2016 Project is expected to be completed in 2017 or early 2018. The total construction budget for the 2016 Projects is $6.5 million, comprised of approximately $5,5 million of COP proceeds and another $1.0 million which will be contributed by the County.
While the County will consider alternative approaches, the 2016 Leased Property is currently expected to consist of the Park County Combined Office Building, and will specifically include:
- The existing Phase I Building, valued at $1.8 million (insured value)
- The Phase II Building and all other Phase II improvements, including the improvements to the adjoining Phase I Building, with an estimated overall construction cost of $6.5 million
- The 3.0 acre site on which the Park County Combined Office Facility is located, included all parking stalls and other improvements located on the site (value to be determined)
Series 2016 Lease / COP Structure
Interest on the 2016 COPs will be payable semiannually on June 1 and December 1, beginning June 1, 2017. Principal on the COPs will be payable annually on December 1, beginning in 2018. The final maturity on the COPs is currently projected for December 1, 2036. Total annual payments from 2018 and thereafter are expected to be approximately equal.
Park County was formed in 1861 and includes the incorporated towns of Fairplay and Alma. The 2015 population estimate for Park County is 16,521. Park County encompasses approximately 2,166 square miles and includes within its borders two national wilderness areas, two state parks, and 12 state wildlife areas. Park County's economy is based on tourism, recreation, and real estate development. The majority of the County’s residents live in unincorporated bedroom communities located within commuting distance of the Denver metropolitan area, the Colorado Springs metropolitan area, and the many world-famous recreational and tourist destinations located in several neighboring Counties. The Town of Fairplay is the County Seat, and is the largest incorporated municipality in the County with an estimated 2012 population of 670.
County Powers, Obligations, & Functions
The County is a body corporate and politic and a political subdivision of the State for general governmental purposes. The rights, powers, privileges, authority, functions, and duties of the County are established by the constitution and laws of the State of Colorado, particularly Title 30, Article 11, Colorado Revised Statutes. The County is governed by a three member Board of County Commissioners who exercise the powers granted to the County by statute. The County is divided into three districts of relatively equal population as required by statute.
County Debt & Financial Information
The County has no outstanding debt, and no real-property lease obligations.
The County has entered into three equipment leases which were valued at $1,940,776 on December 31, 2015. Annual payments on these capital leases will be made from the County’s Road and Bridge Fund, E-911 Fund, and Fleet Services Fund. The final payment on these capital leases will be made in 2019.
Financial information about Park County, including the 2016 Budget and the 2015 Annual Financial Report, is available on the County’s website at http://www.parkco.us/74/Budget-Finance.
|9/23/2016 12:00 AM
|10/7/2016 3:00 PM
BOCC Administrative Assistant
FirstSouthwest, a Division of HilltopSecurities, Inc.
REQUIRED RESPONSE ITEMS - 20 Pages (excluding cover letter & appendices)
Please provide responses to these items in the general sequence presented. Responses may be combined to economize on space or to improve clarity. The County discourages the use of boilerplate language and exhibits, and encourages each proposing firm to prioritize its responses within the stated page limitation according to its sense of the relative importance of the information. Appendices and exhibits may be used to provide additional detail as appropriate.
- Please describe your firm’s tax-exempt underwriting activity in both the national and Colorado markets, and provide a description of your firm’s experience in the underwriting of COPs in Colorado.
- Please identify the public finance personnel assigned to this transaction and provide brief descriptions of their relevant experience with Colorado Lease/COP issues. Please identify the underwriting or trading desk personnel who will be responsible for pricing this issue, and provide brief descriptions of their relevant experience.
- Briefly describe your municipal bond sales force, including the number and location of salespeople.
- Please provide summaries of up to three transactions underwritten by your firm which have similar characteristics to the County’s proposed 2016 COPs. Describe the credit considerations related to the financings, and the nature of the improvements and the leased assets or collateral. Please discuss the bond ratings and the consideration given to the use of bond insurance for the issue.
- Please discuss your recommendations for securing a bond rating for the 2016 COPs, including a summary of the services your firm will provide in presenting the issue to the rating agency or agencies. As a part of this response, please discuss the pros and cons of securing the 2016 COPs with a base rentals reserve fund. In addition, please provide comments on the possible use of municipal bond insurance for this issue.
- Please discuss your firm’s willingness to commit its capital to underwrite unsold balances after a municipal offering, and provide recent examples.
- Please describe the approach (or alternative approaches) your firm would take in the marketing of the 2016 COPs, and provide a projected payment structure and interest rate scale as of October 4, 2016. Assume principal maturities starting on December 1, 2018, and ending on December 1, 2036, which result in approximately equal annual payments. Assume a dated date of November 30, 2016, and a first interest payment on June 1, 2017. Explain the coupon structures your firm may recommend under different market conditions, and provide the MMD interest rate spreads of the projected yields under those assumptions.
- Please provide your proposed fee structure to serve as underwriter for the 2016 COP’s, including any reimbursable costs you would submit to the County for payment. In addition, please indicate whether you anticipate retaining underwriter’s counsel, and, if so, what related costs the County would be expected to absorb.
- Please submit any additional information which you believe would be useful to the County in evaluating your performance on similar transactions as well as your qualifications to serve as underwriter.
- Please describe your firm’s ownership structure, and disclose any litigation, fines, or regulatory proceedings related directly or indirectly to the firm’s activities in the municipal bond market since January 1, 2012.
The County is seeking an underwriter with specific experience in the sale and marketing of COPs for Colorado local governments. : The County will take into consideration the firm’s specific experience COPs for similar projects, the relevant experience of the public finance and underwriting professionals, and the ability of the firms to access various sectors of the tax-exempt market. : The County expects to select the firm which it believes will best meet its overall expectations for the proposed financing, and will not necessarily select the firm with the lowest proposed underwriting spread.
Please limit your Proposal to a maximum of 20 pages, excluding a cover letter, table of contents, and appendices. Please submit your proposal via e-mail no later than 3 pm on October 7, 2016, to:
Gina Lappe, BOCC Administrative Assistant
FirstSouthwest, a Division of HilltopSecurities, Inc., is acting as Financial Advisor to the County. Please e-mail a copy of your proposal to:
Jim Manire, Director
FirstSouthwest, a Division of HilltopSecurities, Inc.