Okaloosa County BOCC — August 19, 2014 — RFP Bank Loan — reading text

REQUEST FOR PROPOSAL Okaloosa County, Florida Capital Improvement Revenue Note, Series 2014 “Non-Bank-Qualified” Loan RFP: #77-14 RFP DUE: September 5, 2014 @ 4:00 P.M. (CST) THE INTENT OF THIS SPECIFICATION IS TO IDENTIFY THE INSTITUTION THAT CAN PROVIDE OKALOOSA COUNTY, FLORIDA WITH A NON BANK QUALIFIED LOAN IN THE PRINCIPAL AMOUNT NOT TO EXCEED $25,000,000 AT THE LOWEST OVERALL BORROWING COST NOTICE TO PROPOSERS Notice is hereby given that the Board of County Commissioners of Okaloosa County, FL, will accept sealed proposals for a Non-Bank Qualified Loan. All proposals must be in sealed envelopes reflecting on the outside thereof the proposer’s name and "Proposal for RFP #77-14, Okaloosa County, Capital Improvement Revenue Note, Series 2014, Non- Bank Qualified Loan be opened at 4:00 p.m., September 5, 2014". All originals must have genuine signatures in blue ink, In addition, please submit a digital copy on CD. Guidelines detailing form and content requirements for the requests for proposals are available by contacting Okaloosa County Purchasing Department, 602-C North Pearl St., Crestview, FL 32536, 850-689-5960, or downloading them from our website at http://www.co.okaloosa.fl.us/dept_purchasing.html (Departments, Purchasing, Vendor Registration & Opportunities). RFQs must be delivered to the Okaloosa County Purchasing Department at the address below no later than 4:00 p.m., September 5, 2014 in order to be considered. All submittals received after the stated time and date will be returned unopened and will not be considered. NOTE: Crestview, FL is not a next day guaranteed delivery location by most delivery services. Proposers using mail or delivery services assume all risks of late or non-delivery. There is no obligation on the part of the County to award the proposal to the lowest proposer, and the County reserves the right to award the proposal to the proposer submitting a responsive proposal with a resulting negotiated agreement which is most advantageous and in the best interest of Okaloosa County, and to waive any irregularity or technicality in proposals received. Okaloosa County shall be the sole judge of the proposal and the resulting negotiating agreement that is in its best interest, and its decision with respect to the same shall be final. Okaloosa County reserves the right also to make no award or pursue other avenues of financing. All proposals should be addressed as follows: All RFQs should be addressed as follows: Okaloosa County Purchasing Department 602-C North Pearl Street Crestview, FL 32536 Zan Fedorak Purchasing Manager BOARD OF COUNTY COMMISSIONERS OKALOOSA COUNTY, FL Charles K. Windes, Jr. Chairman Deputy Clerk TABLE OF CONTENTS A. B. C. D. BE. F, NO ACCELERATION OF PAYMENT vscssssssensvessvascevsvissnevasvavesvsxeenssnsraecevesevavessionsnsesierasvvesssvneet 5 G. CAPITAL ADEQUACY / YIELD MAINTENANCE COVENANTS ....ccscscsseseessseeseseesesesesseneeneaes 5 H. TAX-EXEMPT OBLIGATION... cccccsssccsseseseseseesessssseseessesssseseeessssceeseeessssssssesesasseneeecesasssieneeseasices 5 I. DOCUMENTATION .......ccccccccsssssseescsssssesscsessssseseesescssssseecscsssesssessscaesesasesssiesseasasienseecacasseneresasasites 5 J. PROPOSAL FORMAT ssssesussrsvessssavsremnenents cere e NE 6 K. MISCELLANEOUS L: TENTATIVE SCHEDULE csssesesceverevensvaxveesecsnsereecorvevenceusnsvaveenmavscansavsenecevetnesnsecesereesrevensrwrosesereeed 8 M. SPECIAL CONDITIONS.......ccccccccccceceeeeeeceeeeeeeeeeeeeeeeeeeeeeeceseseeeeeeseeeseeeeeeeseeeseeeseeeeeeeeees 9 Appendix A — Series 2009A and B Bonds Debt Service Appendix B Preliminary Amortization Schedule Appendix C — Historical Sales Tax Revenues FY 2011-2013 Okaloosa County Audited Financial Statements http://www.clerkofcourts.cc/forms/docs/2013CAFR.pdf http://www.clerkofcourts.cc/forms/docs/2012CAFR.pdf http://www.clerkofcourts.cc/forms/docs/2011CAFR.pdf Proposed Budget for Fiscal Year 2015 http://www.co.okaloosa.fl.us/bec_budgets.html A. PURPOSE B. The purpose of this Request for Proposal (RFP) is to identify the institution that can provide Okaloosa County, Florida (the “County”) with a tax-exempt loan financing, in the principal amount not exceeding an aggregate of $25,000,000 at the lowest overall borrowing cost, pursuant to certain conditions. The proceeds of the loan will be used to finance the construction, renovations and additions to the Crestview Courthouse, the former Shalimar Annex and the Sheriff’s Shalimar Compound as well as refund the County’s $6 million bond anticipation note, provide for one year of capitalized interest, and to pay cost of issuance associated with the financing. The loan shall be payable solely from and secured by an irrevocable lien upon and pledge of receipts by the County from the proceeds of the local government half-cent sales tax as defined and described in and distributed to the County by the State of Florida under Part VI, Chapter 218, Florida Statutes. The lien on the Sales Tax Revenues will be junior and subordinate to that of the County's outstanding Sales Tax Revenue Bonds, Series 2009A and Taxable Sales Tax Revenue Bonds, Series 2009B (Direct Payment Build America Bonds) (the “Series 2009 Bonds”).With the issuance of the Series 2014 Note the County will covenant to not issue any additional bonds on parity with the Series 2009A&B Bonds. The County shall accept and review proposals from qualified financing institutions for a Tax-Exempt Fixed Rate bank loan based upon the proposed financing structure below. The County will select financing that provides the lowest overall borrowing cost to the County and meets the financing requirements of the County. FirstSouthwest, Orlando, Florida, as the County’s Financial Advisor, will assist with reviewing a fixed rate bank loan (the “Loan”) with the selected financial institution. CAPITAL CONSTRUCTION PROJECTS The Capital Construction Projects include the construction, renovations and additions to the Crestview Courthouse, the former Shalimar Annex and the Sheriff's Shalimar Compound. The projects are expected to provide over 63,000 sq. ft. of office space for the Property Appraiser, Tax Collector and Supervisor of Elections. In addition, the project will provide a new approximately 11,000 sq. ft. building at the Sheriff's Shalimar Compound as well as significant renovations and expansion to the Crestview Courthouse for offices for the Board of County Commissioners and its Staff. The Project is estimated to cost approximately $24 million. c. STRUCTURE OF FINANCING Amount: Settlement Date: Rate: Prepayment: Final Maturity: Interest Payments Dates: Capitalized Interest Dates: Interest Day Count Method: Principal Payment Date: Debt Service Structure: SECURITY FOR THE LOAN Not to exceed $25,000,000 On or before October 10, 2014 Non-Bank Qualified Tax-exempt fixed interest rate for the life of the note. The County requests the ability to prepay the Obligation without penalty at any time. Other prepayment terms will be considered. October 1, 2034 Semi-annually each April 1 and October 1, commencing on April 1, 2015. April 1, 2015 and October 1, 2015 Please specify in proposal Annually, Commencing on October 1, 2016 See Appendix A The loan shall be payable solely from and secured by an irrevocable lien upon and pledge of receipts by the County from the proceeds of the local government half-cent sales tax as defined and described in and | distributed to the County by the State of Florida under Part VI, Chapter 218, Florida Statutes. The lien on the Sales Tax Revenues will be junior and subordinate to that of the County's outstanding Sales Tax Revenue Bonds, Series 2009A and Taxable Sales Tax Revenue Bonds, Series 2009B (Direct Payment Build America Bonds) (the “Series 2009 Bonds”).With the issuance of the Series 2014 Note the County will covenant to not issue any additional bonds on parity with the Series 2009A&B Bonds. No reserve account will be funded or otherwise secure the Series 2014 Note. ADDITIONAL PARITY OBLIGATION TEST The County may not issue additional debt on parity with the Series 2009A&B Bonds; however, it may issue additional bonds on parity with the Series 2014 Note under the following provisions: Sales Tax Revenues for any 12 consecutive months immediately preceding the date of delivery shall be equal to at least 1.35x the maximum annual debt service on all senior and parity debt (including the Series 2009A&B Bonds, the Series 2014 Note and the debt proposed to be issued). NO ACCELERATION OF PAYMENT The County will not accept proposals that require acceleration of payment. CAPITAL ADEQUACY / YIELD MAINTENANCE COVENANTS While the County may consider proposals with these provisions, the County’s preference is to only have language which traditionally deals with “gross up language” associated with a decrease in the corporate tax rate or changes in rules, regulations, or the interpretation thereof. Should your firm requite any provisions whatsoever that would create the ability for the Bank to increase the rate on the Series 2014 Note to the County, including but not limited to any so called “Capital Adequacy” provisions, please provide the language required to be incorporated in the resolution. TAX-EXEMPT OBLIGATION The County will agree to take such actions as may be required by Treasury regulations in order to maintain the status of the loan as a tax-exempt obligation. DOCUMENTATION The bank will be furnished, without charge, the opinion of Nabors, Giblin & Nickerson, P.A., the County’s Bond Counsel, approving the legality and tax-exempt status of the Loan, together with the closing certificates and documents related to the transaction. FirstSouthwest will also assist the County in structuring the Loan to meet the financing objectives of the County. At the closing of the Loan, the financial institution will be required to make certain certifications, including, but not limited to, certifications that it: a. is making the Loan for its own account, does not currently intend to syndicate the Loan, will take no action to cause the Loan to be characterized as a security, and will not treat the Loan as a municipal security for purposes of the securities laws; b. it is not acting as a broker or other intermediary, and is funding the Loan from its own capital for its own account and not with a present view to a resale or other distribution to the public, j. the Loan will not be used in the future on a securitized transaction and is not a municipal security; . it understands that the Loan is evidenced by a tax-exempt loan and the Loan is issued in a single denomination equal to the aggregate principal amount of the Loan and may not be transferred except in whole and will not be transferred to any kind of trust under any circumstances; the Loan will only be sold to a Permitted Lender, in whole, with the County’s consent. A “Permitted Lender” means any bank, trust company, savings institution or insurance company that is engaged as a regular part of its business in making loans authorized to do business in the State of Florida; the Lender is a bank, trust company, savings institution, insurance company, dealer, investment company, pension or profit-sharing trust, or qualified institutional buyer as contemplated by Section 517.061(7), Florida Statutes; it is not funding the Loan for the direct or indirect promotion of any scheme or enterprise with the intent of violating or evading any provision of Chapter 517, Florida Statutes; it understands that the Loan is not a municipal security and that no filing will be made with respect to the Loan with EMMA, the Municipal Securities Rulemaking Board’s continuing disclosure site; there will be no CUSIPs obtained on the Loan; and there will be no credit rating obtained on the Loan. PROPOSAL FORMAT Proposals will be evaluated on the basis of cost and the structure that best meets the financing requirements of