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HomeMy WebLinkAbout2000-01-18; City Council; 15578; Contract Approval For Municipal Golf Course531 ,A -A q- $0 5 CITY OF CARLSBAD - AGENDA BILL cy / AH - T’TLE: ’ MTG. 01/18/00 APPROVE FIELDMAN, ROLAPP AND ASSOCIATES DEPT. m AS FINANCIAL ADVISOR FOR THE MUNICIPAL GOLF COURSE RECOMMENDED ACTION: Adopt Resolution No. d200d - 23, authorizing the Mayor to execute a contract with Fieldman, Rolapp and Associates to provide financial advisory services to the City in the financing of the Carlsbad Municipal Golf Course. ITEM EXPLANATION: On October 22, 1996, the City Council appointed Fieldman, Rolapp and Associates to act as the advisor on the financing plan for the Carlsbad Municipal Golf Course, an 18 hole municipal golf course. The project was put on hold before the financing plan could be developed due to environmental considerations pending the completion of the City’s Habitat Management Plan. The plan is now complete and has been submitted to the appropriate agencies for review. In anticipation of its approval, staff is once again assembling the team necessary to provide the financing plan for I the project. A financial advisor is an independent consultant who can review the proposed financing structure to help assure that any bond issue is structured in a way that is advantageous to the City as well as fair to the bond buyer. They will assist City staff in evaluating the financing options and structure of the debt issue, and in coordinating the marketing and sale of the debt. The original contract with Fieldman, Rolapp and Associates expired in October 1999; thus, a new ’ contract is necessary. Staff is recommending that we continue to use Fieldman Rolapp as the financial advisors for the golf course debt issue. They were initially selected after soliciting proposals ~ from three well-established financial advisors. They are familiar with the project due to their previous work, and have kept up-to-date on its progress over the last several years. The new contract is essentially the same as the original one with the exception of an increase in the hourly rates. The work will be done in two phases. The first phase is the structuring of the debt issue. The not-to-exceed fees for these services is $12,500 (the same as in the original contract) and will be paid as work is completed. The second phase of work is the marketing and sale of the debt. An additional fee of between $20,000 and $30,000 based on the size of the bond issue will be paid when, and if, the bonds are issued. FISCAL IMPACT: Total costs for the financial advisory services are estimated at $32,500 to $42,500 if the debt is issued. The costs for phase one ($12,500) will be paid from the Golf Course Enterprise fund. There is approximately $750,000 available in the fund. ’ The additional phase two costs will be paid from the proceeds of the debt issue. It is anticipated that the debt issue will be repaid from greens fees and other revenues from the golf course once it is operating. A full update on the golf course will be forthcoming in the next few months when more information is available. Page 2 of Agenda Bill # ,a; 578 . EXHIBITS: 1. Resolution No. &W * fP authorizing the Mayor to execute a contract with Fieldman, Rolapp and Associates to provide financial advisory services to the City in the financing of the Carlsbad Municipal Golf Course. 2. Professional Services Agreement between the City of Carlsbad and Fieldman, Rolapp & Associates. . 1 2 3 4 5 6 7 0 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 2000-22 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, AUTHORIZING THE MAYOR TO EXECUTE A CONTRACT WITH FIELDMAN, ROLAPP AND ASSOCIATES TO PROVIDE FINANCIAL ADVISORY SERVICES TO THE CITY IN THE FINANCING OF THE CARLSBAD MUNICIPAL GOLF COURSE WHEREAS, the City of Carlsbad has been diligently pursuing the construction of a municipal golf course to serve the recreational needs of the citizens of Carlsbad; and WHEREAS, the City of Carlsbad may elect to issue debt to provide the financial resources necessary to fund the construction of a municipal golf course and may need to seek the advice of a financial consulting firm with experience in golf course funding; and WHEREAS, on October 22, 1996, the City Council appointed Fieldman, Rolapp and Associates to act as the advisor on the financing plan for a municipal golf course; and WHEREAS, Fieldman Rolapp was selected after reviewing proposals from three different firms based on their experience in this area; and WHEREAS, the project was on hold for several years due to environmental issues and the contract with Fieldman Rolapp has expired; and WHEREAS, staff recommends reentering into a contract with Fieldman and Rolapp due to their familiarity with the project and their experience in the field. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, Califomla, as follows: 1. That the above recitations are true and correct. 2. That the Mayor is hereby authorized to execute the agreement with the firm of Fieldman Rolapp and Associates for financial advisory services on the Carlsbad municipal golf course. PASSED, APPROVED, AND ADOPTED at a regular meeting of the Carlsbad City Council held on the 18th day of January ,2000, by the following vote, to wit: Ayes: Council Members Lewis, Hall, Finnila, Nygaard and Kulchin Noes: None Absent: None Al-TEST: (SEAL) LORRAINE M. WOOD, City Clerk CITY OF CARLSBAD AGREEMENT WITH FIELDMAN, ROLAPP & ASSOCIATES THIS AGREEMENT is made and entered into as of the 22nd day of February, 2000 , %?%!%I, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as “City”, and FIELDMAN, ROLAPP & ASSOCIATES, a corporation, hereinafter referred to as “Contractor.” RECITALS City requires the services of a financial advisor to provide the necessary services to the City in anticipation of issuing debt to finance the construction of a municipal golf course; and Contractor possesses the necessary skills and qualifications to provide the services required by the City; NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. CONTRACTOR’S OBLIGATIONS The contractor shall assist the City in the analysis of various funding options, financing structures and evaluation of the fiscal impacts of the proposed golf course project, as described in Pages 9 through 12, of the attached proposal dated December 17, 1999 (Attachment A). rev. 2/26/99 -1 - 2. CITY OBLIGATIONS The City shall provide the contractor with the required staff time and resources and information necessary to allow the contractor to perform his function under this agreement. 3. PROGRESS AND COMPLETION ’ The work under this contract will begin within ten (10) days after receipt of notification to proceed by the City and be completed within the schedule required to bring an issue to market when required to finance the construction of the Municipal Golf Course as determined by the Finance Director. Extensions of time may be granted if requested by the Contractor and agreed to in writing by the Finance Director . The Finance Director will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of the Contractor, or delays caused by City inaction or other agencies’ lack of timely action. 4. FEES TO BE PAID TO CONTRACTOR The total fee payable for the services to be performed shall be as described on Page 8 of the attached proposal dated December 17,1999. No other compensation for services will be allowed except those items covered by supplemental agreements per Paragraph 8, “Changes in Work.” The City reserves the right to withhold a ten percent (10%) retention until the project has been accepted by the City. Incremental payments, if applicable, should be made as outlined in attached Exhibit “A.” rev. 2/26/99 -2 - 5. DURATION OF CONTRACT This agreement shall extend for a period of two years from date thereof. The contract may be extended by the City Manager for one additional one (1) year periods or parts thereof, based upon a review of satisfactory performance and the City’s needs. The parties shall prepare extensions in writing indicating effective date and length of the extended contract. 6. PAYMENT OF FEES Payment of approved items on the invoice shall be mailed to the Contractor within 30 days of receipt of the invoice. 7. CHANGES IN WORK If, in the course of the contract, changes seem merited by the Contractor or the City, and informal consultations with the other party indicate that a change in the conditions of the contract is warranted, the Contractor or the City may request a change in contract. Such changes shall be processed by the City in the following manner: A letter outlining the required changes shall be forwarded to the City by Contractor to inform them of the proposed changes along with a statement of estimated changes in charges or time schedule. A Standard Amendment to Agreement shall be prepared by the City and approved by the City according to the procedures described in Carlsbad Municipal Code Section 3.28.172. Such Amendment to Agreement shall not render ineffective or invalidate unaffected portions of the agreement. rev. 2/26/99 -3 - a. COVENANTS AGAINST CONTINGENT FEES The Contractor warrants that their firm has not employed or retained any company or person, other than a bona fide employee working for the Contractor, to solicit or secure this agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this agreement. For breach or violation of this warranty, the City shall have the right to annul this agreement without liability, or, in its discretion, to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fees, gift, or contingent fee. 9. NONDISCRIMINATION CLAUSE The Contractor shall comply with the state and federal laws regarding nondiscrimination. IO. TERMINATION OF CONTRACT In the event of the Contractor’s failure to prosecute, deliver, or perform the work as provided for in this contract, the City Manager may terminate this contract for nonperformance by notifying the Contractor by certified mail of the termination of the Contractor. The Contractor, thereupon, has five (5) working days to deliver said documents owned by the City and all work in progress to the Finance Director, The Finance Director shall make a determination of fact based upon the documents delivered to City of the percentage of work which the Contractor has performed which is usable and of worth to the City in having the contract completed. Based upon that -4 - rev. 2/26/99 finding as reported to the City Manager, the Manager shall determine the ftnal payment of the contract. This agreement may be terminated by either party upon tendering thirty (30) days written notice to the other party. In the event of such suspension or termination, upon request of the City, the Contractor shall assemble the work product and put same in order for proper filing and closing and deliver said product to City. In the event of termination, the Contractor shall be paid for work performed to the termination date; however, the total shall not exceed the lump sum fee payable under paragraph 4. The City Manager shall make the final determination as to the portions of tasks completed and the compensation to be made. 11. CLAIMS AND LAWSUITS The Contractor agrees that any contract claim submitted to the City must be asserted as part of the contract process as set forth in this agreement and not in anticipation of litigation or in conjunction with litigation. The Contractor acknowledges that if a false claim is submitted to the City, it may be considered fraud and the Contractor may be subject to criminal prosecution. The Contractor acknowledges that California Government Code sections 12650 et sea., the False Claims Act, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If the City of Carlsbad seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney’s fees. The Contractor acknowledges that the filing of rev. 2/26/99 -5 - a false claim may subject the Contractor to an administrative debarment proceeding wherein the Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five years. The Contractor acknowledges debarment by another jurisdiction is grounds for the City of Carlsbad to disqualify the Contractor from the selection process . +Tnitial) The provisions of Carlsbad Municipal Code sections 3.32.025, 3.32.026, 3.32.027 and 3.32.028 pertaining to false claims are incorporated herein by reference. Initial) 12. JURISDICTION The Contractor agrees and hereby stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this agreement is San Diego County, California. 13. STATUS OF THE CONTRACTOR The Contractor shall perform the services provided for herein in Contractor’s own way as an independent Contractor and in pursuit of Contractor’s independent calling, and not as an employee of the City. Contractor shall be under control of the City only as to the result to be accomplished, but shall consult with the City as provided for in the request for proposal. The persons used by the Contractor to provide services under this agreement shall not be considered employees of the City for any purposes whatsoever. The Contractor is an independent Contractor of the City. The payment made to the Contractor pursuant to the contract shall be the full and complete compensation to which the Contractor is entitled. The City shall not make any federal or state tax rev. 2/26/99 -6 - withholdings on behalf of the Contractor or its employees or, subcontractors. The City shall not be required to pay any workers’ compensation insurance or unemployment contributions on behalf of the Contractor or its employees or subcontractors. The Contractor agrees to indemnify the City within 30 days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers’ compensation payment which the City may be’ required to make on behalf of the Contractor or any employee or subcontractor of the Contractor for work done under this agreement or such indemnification amount may be deducted by the City from any balance owing to the Contractor. The Contractor shall be aware of the requirements of the Immigration Reform and Control Act of 1986 and shall comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and Consultants that are included in this agreement. 14. CONFORMITY TO LEGAL REQUIREMENTS The Contractor shall cause all drawings and specifications to conform to all applicable requirements of law: federal, state and local. Contractor shall provide all necessary supporting documents, to be filed with any agencies whose approval is necessary. The City will provide copies of the approved plans to any other agencies. 15. OWNERSHIP OF DOCUMENTS All plans, studies, sketches, drawings, reports, and specifications as herein required are the property of the City, whether the work for which they are made be . rev. 2/26/99 -7 - executed or not. In the event this contract is terminated, all documents, plans, specifications, drawings, reports, .and studies shall be delivered forthwith to the City. Contractor shall have the right to make one (1) copy of the plans for its records. 16. REPRODUCTION RIGHTS The Contractor agrees that all copyrights which arise from creation .of the work pursuant to this contract shall be vested in City and hereby agrees to relinquish all claims to such copyrights in favor of City. 17. HOLD HARMLESS AGREEMENT Contractor agrees to indemnify and hold harmless the City of Carlsbad and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any willful misconduct, or negligent act, or omission of the contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. 18. ASSIGNMENT OF CONTRACT The Contractor shall not assign this contract or any part thereof or any monies due thereunder without the prior written consent of the City. 19. SUBCONTRACTING If the Contractor shall subcontract any of the work to be performed under this contract by the Contractor, Contractor shall be fully responsible to the City for the acts and omissions of Contractor’s subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of rev. 2/26/99 -8 - persons directly employed by Contractor. Nothing contained in this contract shall create any contractual relationship between any subcontractor of Contractor and the City. The Contractor shall bind every subcontractor and every subcontractor of a subcontractor by the terms of this contract applicable to Contractor’s work unless specifically noted to the contrary in the subcontract in question approved in writing by the City. 20. PROHIBITED INTEREST No official of the City who is authorized in such capacity on behalf of the City to negotiate, make, accept, or approve, or take part in negotiating, making, accepting, or approving of this agreement, shall become directly or indirectly interested personally in this contract or in any part thereof. No officer or employee of the City who is authorized in such capacity and on behalf of the City to exercise any executive, supervisory, or similar functions in connection with the performance of this contract shall become directly or indirectly interested personally in this contract or any part thereof. 21. VERBAL AGREEMENT OR CONVERSATION No verbal agreement or conversation with any officer, agent, or employee of the City, either before, during or after the execution of this contract, shall affect or modify any of the terms or obligations herein contained nor entitle the Contractor to any additional payment whatsoever under the terms of this contract. 22. SUCCESSORS OR ASSIGNS Subject to the provisions of Paragraph 18, “Hold Harmless Agreement,” all terms, conditions, and provisions hereof shall inure to and shall bind each of the parties rev. 2/26/99 -9 - h’ereto, and each of their respective heirs, executors, administrators, successors, and assigns. 23. EFFECTIVE DATE This agreement shall be effective on and from the day and year first written above. 24. CONFLICT OF INTEREST The City has determined, using the guidelines of the Political Reform Act and the City’s conflict of interest code, that the Contractor will not be required to file a conflict of interest statement as a requirement of this agreement. However, Contractor hereby acknowledges that Contractor has the legal responsibility for complying with the Political Reform Act and nothing in this agreement releases Contractor from this responsibility. 25. INSURANCE The Contractor shall obtain and maintain for the duration of the contract and any and all amendments insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the work hereunder by the Contractor, his agents, representatives, employees or subcontractors. Said insurance shall be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best’s Key Rating of not less than “A-Y and shall meet the City’s policy for insurance as stated in Resolution No. 91-403. A. Coveraaes and Limits. rev. 2/26/99 -10 - Contractor shall maintain the types of coverages and minimum limits indicated herein, unless a lower amount is approved by the City Attorney or City Manager: 1. Comprehensive General Liability Insurance. $1 ,OOO,OOO combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits shall apply separately to the work under this contract or the general aggregate shall be twice the required per occurrence limit. 2. Automobile Liability (if the use of an automobile is involved for Contractor’s work for the City). $1 ,OOO,OOO combined single-limit per accident for bodily injury and property damage. 3. Workers’ Compensation and Employer’s Liability. Workers’ Compensation limits as required by the Labor Code of the State of California and Employers Liability limits of $1 ,OOO,OOO per accident for bodily injury. 4. Professional Liability. Errors and omissions liability appropriate to the contractor’s profession with limits of not less than $1 ,OOO,OOO per claim. Coverage shall be maintained for a period of five years following the date of completion of the work. B. Additional Provisions. Contractor shall ensure that the policies of insurance required under this agreement contain, or are endorsed to contain, the following provisions. rev. 2/26/99 -11 - 1. The City shall be named as an additiocal insured on all policies excluding Workers’ Compensation and Professional Liability. 2. The Contractor shall furnish certificates of insurance to the City before commencement of work. 3. The Contractor shall obtain occurrence coverage, excluding Professional Liability which shall be written as claims-made coverage. 4. This insurance shall be in force during the life of the agreement and any extension thereof and shall not be canceled without 30 days prior written notice to the City sent by certified. mail. 5. If the Contractor fails to maintain any of the insurance coverages required herein, then the City will have the option to declare the Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order that the required coverages may be maintained. The Contractor is responsible for any payments made by the City to obtain or maintain such insurance and the City may collect the same from the Contractor or deduct the amount paid from any sums due the Contractor under this agreement. rev. 2/26/99 -12 - 26. RESPONSIBLE PARTIES The name of the persons who are authorized to give written notices or to receive written notice on behalf of the City and on behalf of the Contractor in connection with the foregoing are as follows: For City: Title Finance Director Name Lisa Hildabrand Address 1635 Faraday Avenue Carlsbad, CA 92008-7314 For Contractor: Title President Name Lawrence G. Rolapp Address 2100 Main Street, Suite 210 Irvine, CA 92614-6266 27. BUSINESS LICENSE Contractor shall obtain and maintain a City of Carlsbad Business License for the duration of the contract. 28. ENTIRE AGREEMENT This agreement, together with any other written document referred to or contemplated herein, embody the entire agreement and understanding between the parties relating to the. subject matter hereof. Neither this agreement nor any provision hereof may be amended, modified, waived or discharged except by an instrument in rev. 2/26/99 -13 - writing executed by the party against which enforcement of such amendment, waiver or discharge is sought. Executed by Contractor this /sf day of CONTRACTOR:, FIELDMAN, ROLAPP & ASSOCIATES CITY OF CARLSBAD, a municipal corporation of the State of California By: By: LAWRENCE G. ROLAPP, P&sident By: ATTEST: THOMAS M. DEMARS Secretary KAREN R. KUNDTZ, Assistant City Cler 1 (Proper notarial acknowledgment of execution by Contractor must be attachew y.w-J!pL.& Chairman, president or vice-president and secretary, assistant secretary, CFO b 1 Ii&J or assistant treasurer must sign for corporations. Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation.) APPROVED AS TO FORM: RONALD R. BALL, City Attorney BY: &kk?zhkti- widZ2-W A&s&& City Attorney ‘WY rev. 2/26/99 -14 - State of County of 6-e 2jhwzj On before me, 3d,Jc Let *Lj q ti;L, ;>dl*c. bate Name and Title of Officer (e.g.. ‘he Doe, Nola personally appeared L&w r &AC~ &iZ,/&q) &J 3-3 Name(s) of Signer(s) &personally known to me [? proved to me on the basis of satisfactory evidence 4 D-umElt Commkskn#lll7~ ?;f "lataryRwc-~ f !I QanoecarRy - to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that h&she/they executed the same in hi&her/their authorized capacity(ies), and that by hi&her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. - , WITNESsy hand and official seal. OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer’s Name: C Individual 0 Corporate Officer Title(s): q Partner - q Limited 3 General 0 Attorney-in-Fact 0 Trustee 0 Guardian or Conservator 0 Other: Signer Is Representing: Top of thumb here Signer’s Name: 0 Individual Cl Corporate Officer Title(s): q Partner - 0 Limited II! General 0 Attorney-in-Fact 0 Trustee 3 Guardian or Conservator c! Other: Signer Is Representing: Top of thumb here 8 1996 National Notary Association * 6236 Remmet Ave., PO. Box 7164 * Canoga Park, CA 91309.7184 Prod. No. 5907 Reorder: Call Toll-Free l-600-876-6627 PROPOSAL TO PRO?TDE FINANCIAL ADVTSORY SERVTCES TO THE CITY OF CARLSBAD Presented by: Fieldman, Rolapp & Associates INDEPENDENT FINANCIAL ADVISORS TO LOCAL GOVERNMENT Revised December 17,1999 CITY OF CARLSBAD PROPOSAL FOR FINANCIAL ADVISORY SERVICES TABLE OF CONTENTS PAGE COVER LETTER .............................................................................................. i QUALIFICATIONS ........................................................................................... 1 EXPERIENCE .................................................................................................... 2 PERSONNEL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 FEES ................................................................................................................... 8 SCOPE OF WORK/SERVICES ........................................................................ 9 APPENDIX A - Current Financing List , a 13 PRINCIPALS WILLIAM 1. FIELDMAN I, / I/ I, LAWRENCE G. ROLAPP THOMAS C. IOHNSEN THOMAS M. DEMARS TIMOTHY J. SCHAEFER SOUTHERN CALIFORNIA OFFICE 2100 MAIN STREET SUITE 210 IRVINE, CA 92614-6266 FAX 949 ‘474 -8773 NORTHERN CALIFORNIA OFFICE 925’933’6096 FAX925.933’6098 NEVADA OFFICE 775.828.2151 FAX 775*828*2141 CHARTER MEMBER NATIONAL ASSOCIATION OF INDEPENDENT PUBLIC FINANCE ADVISORS Fieldman, Fblapp & Associates INDEPENDENT FINANCIAL ADVISORS TO GOVERNMENT December 17, 1999 Ms. Lisa Hildabrand Finance Director City of Carlsbad 1200 Carlsbad Village Drive Carlsbad, CA 92008 Dear Lisa: On behalf of Fieldman, Rolapp & Associates (“FRA”), it is my pleasure to submit this proposal to serve as financial advisor to the City of Carlsbad (the “City”). This document readdresses and provides the materials listed in the original Request for Proposal and outlines our capabilities to act as financial advisor to the City. This proposal also updates FRA’s experience as financial advisor to cities and other agencies in financing similar facilities and utilizing similar t5nancing vehicles as those contemplated by the City. FRA can provide experienced and thoughtful guidance to the City in the following critical areas : 1. 2. 3. 4. Evaluation of financing options -- FR4 will evaluate the pros and cons of various financing options for the City project. Our extensive experience in California public finance will enable us to recommend the most suitable financing vehicle and efficiently process necessary debt financings. Project Coordination -- FRA will coordinate and manage the financing team throughout the debt issuance process. We will make sure the debt issuance process is synchronized with the City’s goals, timetable and needs. debt Structuring and Marketing -- FRA will tailor borrowing structures to minimize costs to the City, protect the City’s general fund, lower costs of issuance, and maintain future flexibility. We will also make a proactive effort to market the City’s debt to underwriters and institutional investors. Rating and Investor Relations -- FRA has extensive experience with municipal bond rating agencies/municipal bond insurance firms and detailed knowledge of bond market expectations. We will maintain or enhance the City’s excellent credit profile with the rating agencies and increase the appetite of potential investors. propi99icarkbad -. 5. Presentations to Policy Makers and Public -- FRA will ensure that the City Council and City residents have a full understanding of the project financing and its full implication to the City. To serve the City, we have established a FRA team that includes individuals experienced in fee and revenue based financings, tax allocation bonds, refundings and the use of tax exempt bonds for golf course financings. FRA is one of California’s most active financial advisory firms. Since 1994 we have served as financial advisor on 155 financings for California cities or redevelopment agencies with total proceeds over $2 billion. In that time, FRA has also advised on 36 Certificates of Participation (“COP”) or’ Revenue Bonds transactions backed by various revenue sources. Currently, FRA is advising two cities on methods to finance municipally owned golf courses using tax exempt bonds. Our work on numerous city and redevelopment agency financings, our experience in fee and revenue backed bond and COP transactions, our perspective on state of the art golf course finance techniques, uniquely qualifies us to serve as financial advisor to the City of Carlsbad. We look forward to the opportunity of serving again, as the City’s financial advisor. If you have any questions regarding the proposal, please don’t hesitate to give me a call. Sincerely yours, FIELDMAN, ROLAPP & ASSOCIATES Thomas M. DeMars, CIPFA Principal TMD/jpl prop\99\caflsbad 44 -_ CITY OF CARLSBAD QUALIFICATIONS Fieichnan, Rolapp & Associates is a California-based financial advisor. The firm maintains its primary office in b-vine where it currently employs sixteen people. Fiehiman, Rolapp & Associates is an independent municipal financial advisory firm that has served California public agencies since 1966. As an independent financial advisor, the firm’s primary responsibility is to serve the best interests of its clients, i.e., California municipalities. Although Fieldman, Rolapp & Associates interacts daily with the underwriting community and actively monitors financial markets, the firm does not underwrite bonds OF have a rerationship, direct OF otherwise, with any municipal bond underwriter OF broker/dealer and therefore has none of the confricts of interest of an underwriter attempting to provide financial advisory services. In all areas of public finance, Fieldman, Rolapp & Associates has, since inception, maintained complete independence and autonomy with respect to vested financial interests or conflicts of interest in providing municipal financial consulting services to our clients. We are not now, nor have we ever provided underwriting or investment banking services. We feel that the ability to profit from a bond sale sways a financial advisor’s judgment with respect to structuring and issuing debt. Furthermore, we formally represent public entities only. We do not accept advisory roles representing developers or other private enterprises. Additionally, we have no formal relationship with any particular investment banking/underwriting firm, but maintain good and cooperative relationships with every major underwriting and bond counsel firm operating in California. We are one of the founding members of the National Association of Independent Public Financial Advisors. This organization has established a code of ethics and an education, training, testing and certification program for its professionals (CIPFA designation). Fieldman, Rolapp & Associates maintains continuous contact with financial markets through our on-line access to real time financial news and municipal and treasury market data via the Munifacts Plus Network. Our personnel have the experience and expertise in utilizing this information to recognize trends in financial markets, to assist our clients in planning negotiated and competitive bond sales, and to ensure that the couponing, reoffering yields, takedown and underwriting spreads are appropriate for current market conditions. Because of our independence and allegiance to our clients, Fieldman, Rolapp & Associates can best serve the interests of each client by ensuring that the technical components of any financing are consistent with the requirements of the client and that the price at which any securities are sold is reasonable and competitive. FIELDMAN, ROLMP & ASSOCIATES 1 23 CITY OF CAFCLSBAD EXPERIENCE Fielclman, Rolapp & Associates has assisted a wide range of public agencies in structuring certificates of participation, tax allocation, revenue, Mello-Roos, assessment, general obligation, industrial development and mortgage revenue bonds. A more detailed description of our capabilities in utilizing these financing methods is provided on the following pages. We are one of the founding members of the National Association of Independent Public Financial Advisors. This organization has established a code of ethics and an education, training, testing and certification program for its professionals (CIPFA designation). It is noteworthy that Fieldman, Rolapp & Associates is the clear leader in volume of financing among California independent financial advisors. However, it is also important to note the diversity of transactions that comprise our total figures. We have financed projects using every method of issuance available and have considerable experience with each of these methods. This complementary depth and breadth of experience is shown by the following illustrations. Our clients can be confident that because of this diversity and volume, Fieldman, Rolapp & Associates is equipped to recommend the most suitable financing option and to execute the transaction effectively. The table below summarizes Fieldman, Rolapp & Associates’ experience with respect to different financing methods over the past five years (1994 - 1999). Certificates of Participation Gcncral Obligation Assessment District CFD - Mcllo-Roos Rejrenue Tas Allocation Other TOTAL 36 21 90 53 33 26 23 292 S.392.472.793 $ 625.870.000 289.850.000 1.073.196.00 1 1.242.224,918 1.154.555.000 456.837.530 549.939.344 It is also important to note that all of this experience is from serving as financial advisor on California public finance transactions. We are specialists in performing f3nancings that are affected by the unique constraints of the State’s environment. Our experience also demonstrates proven skill in structuring transactions that are simultaneously attractive to the bond market while also being protective of our issuing client. FIELDMAN, ROLAPP & ASSOCIATES 2 -. CITY OF CARLSBAD Serving California Cities has always been a focus for Fieldman, Rolapp & Associates. ’ Approximately one-quarter of our firm’s experience since 1994 is concentrated in City work, when measured both by number of issues and dollar proceeds financed. CITY FI.NkNCINGS 1995 11 77,107,702 1996 16 ’ 99,926,085 1997 12 156,925,259 1998 25 480,585,337 1999 28 257.895.909 TOTAL 106 %1,279,031,888 Rating Agency Experience Our expertise also benefits our clients during the phase when the rating agencies actually perform their analyses. Our experience has made us responsive to the advice and suggestions contained in the initial feedback from a rating analyst. We know how to make the kind of subtle alterations in a financing’s structure that can determine the fate of a rating effort, while staying true to the client’s best interest and constraints. We can counsel the City about the threshold coverage ratios required for credit ratings and can provide a cost/benefit analysis that weighs the cost of increased revenue pledges against the benefits of a higher rating. This process is both art and science. Only a firm with experience in rating agency relations can most effectively combine subjective and objective factors to secure ratings and/or other credit enhancement. Fieldman, Rolapp has proven ability to complete iinancings that save clients money by issuing insured or rated debt when insurance and ratings are beneficial. With respect to ratings and bond insurance, the following chart illustrates our ability to secure investment grade ratings and credit enhancement for our City and RDA clients: / City FinEtg;9E%; Rating / $296,036,596 $11,770,000~ $96,994,943 ICIAAA BAA OA ¤B~~BB mNot Rated 1 FIELDMAN. ROLAPP & ASOCIATES 3 CITY OF CARLSBAD Fee and Revenue Backed Financings FRA has amassed considerable experience in structuring fee and revenue backed financings, acting as financial advisor on approximately 79 California COP and Revenue bond issues since 1994. These issues have been backed by a variety of revenues. We have incorporated a number of innovations when strncturing these financings, including master resolutions and synthetic refunding structures. Because of the sheer number of revenue backed COPS and revenue bonds which we have structured, we have gamed extensive experience with municipal bond rating agencies and insurance companies as well as a detailed knowledge of investor expectations. As a result, approximately 45% of $1.3 billion proceeds have been backed by municipal bond insurance, with most of the remainin g proceeds receiving high investment grade ratings. Current Golf Course Financings FRA is currently representing two different municipal clients planning to finance and construct municipal golf courses by accessing the public debt market. FRA has also been involved, as fmancial advisor, on seven other recent projects where golf courses have been constructed. A listing and description of our current golf course projects follows: City of Oxnard The firm has been engaged to provide financial advisory services for the expansion of the City’s current municipal golf course from 18 to 36 holes. City of San Clemente. The firm is acting as tInancia1 advisor to analyze the feasibility of golf course improvements and the associated fee and revenue adjustments required to support the proposed improvements. Previous Golf Course Financings County of El Dorado. El Dorado Hills Project. This developer driven project consists of an approximate 3,347 acre master planned community consisting of 13 distinct residential villages, two 18 hole golf courses and commercial areas located approximately 30 miles east of Sacramento. Currently, plans call for 5,394 detached dwelling units on approximately 1,980 acres, two 18 hole golf courses on approximately 400 acres, natural open space covering 836 acres, commercial land uses of 4 1 acres, four school sites, two parks covering 18 acres and a 27 acre Community Center. City of Encinitas. FRA acted as financial advisor on the financing of an 18 hole, 6,750-yard golf course to be owned by the City of Encinitas. The golf course was constructed in conjunction with the Encinitas Ranch Project and is significant over performing all pro-forma projections. Tax-exempt golf course revenue bonds are the primary finance candidate. Recently, a feasibility study and golf course land appraisal were completed. Determining how to best structure this financing was especially challenging since the structure must not only fit city needs and bond market requirements, but is also governed by a complex development agreement and mandate not to pledge any resources of Encinitas to the golf course. City of Madera. $5,435,000 Lease Revenue Bonds were issued by the Madera Public Financing Authority to finance the development, acquisition and construction of a municipal golf course in the City of Madera. The City is leasing the golf course from the Authority. FIELDMAN, ROLAPP & ASSOCIATES 4 db CITY OF CARLSBAD County of Orange. Irviue/Newport Coast. This Ii-vine Company project consists of approximately 3,800 acres and provides for the financing of backbone infrastructure necessary for development within the project area. The approved development plan for the project provides for up to 2,600 dwelling units, 2,150 hotel rooms and two 18-hole golf courses (Pelican Hill Ocean Course and Dunes Course). County of Orange. Other projects that included golf courses where the firm acted as financial advisor. Coto De Caza Golf Course in Coto De Caza, Dove Canyon Country Club in Dove Canyon. County of Riverside. In early 1995, FRA was retained by the County of Riverside to assist in the potential financing of a 45-hole signature golf course complex. We represented the County in negotiations with a group of landowners who had approached the County regarding the transaction. After protracted negotiations, FRA prepared, on the County’s behalf, a term sheet outlining the structure and conditions the County needed to undertake the transaction. The landowners are currently attempting to obtain private fiuancing but have asked if the County would consider acquisition of the complex once it is built and operating. County of Riverside. California Oaks Project. This developer driven project involved the issuance of three different series of bonds over a period of four years. The California Oaks project calls for approximately 10,000 residential units as well as 135 acres of various commercial, industrial and office complexes and the Colony Country Club in Murrieta, CA. County of Riverside. Other projects that included golf courses where the firm acted as financial advisor. Menifee Lakes Country Club in Menifee, Redhawk Golf Course in Temecula. FIELDMAN, ROMP & ASSOCIATES CITY OF CARLSBAD PERSONNEL Responsibility Thomas M. DeMars, CIPFA, Principal of Fieldman, Rolapp & Associates will serve as lead contact person and have primary responsibility for the golf course project. Thomas G. Johnsen, CIPFA, Principal of Fieldman, Rolapp & Associates will serve as co-project manager and will provide valuable insight to the project based on his lead role as financial advisor to the City of Encinitas for the Encinitas Ranch Project. Charles E. Turner, CIPFA, Assistant Vice President of Fieldman, Rolapp & Associates will work with Mr. DeMars on the golf course project. Mr. Turner’s role will include drafting and reviewing documents, preparing numerical analyses, reviewing feasibility studies, and working with rating agencies and municipal bond insurance companies where applicable. Resumes Mr. Thomas M. DeMars, CIPFA, a Principal of Fieldmaq Rolapp & Associates has been with the firm since 1988. Prior to his association with Fieldman, Rolapp & Associates he worked for a regional investment banking firm specializing in municipal finance. Mr. DeMars has a broad range of experience with regard to land secured financings including, policy development, the review and evaluation of special tax formulas, the structuring of complex debt issues, and debt administration and management. He has also worked with numerous cities on lease revenue and Certificates of Participation financings. Mr. DeMars holds a Bachelor of Science degree and a Masters in Business Administration (Finance) from California State University. He is a Certified Independent Public Finance Advisor (CIPFA) acknowledged by the National Association of Independent Public Finance Advisors (NAIPFA). He is also associated with the California Society of Municipal Finance Officers, California Municipal Treasurers Association and the League of-California Cities. He has prepared materials and served as a speaker for the University of California Extension Workshop entitled “Administration of Mello-Roos and Assessment Lien, Taxes and Bonds.” Mr. Thomas G. Johnsen, CIPFA, a Principal of Fieldman, Rolapp & Associates, has extensive experience in public finance and community planning. He is experienced in both developing financial plans for capital improvement projects and in implementing those plans. Mr. Johnsen’s experience in implementing financing plans includes utiliziug tax allocation bond, revenue bond, certificates of participation, special assessment, Mello-Roos and general obligation bond financing. Prior to joining Fieldman, Rolapp & Associates, Mr. Johnsen initiated the public finance group at a regional California-based securities firm; prior to that he was an investment banker at another securities firm. Mr. Johnsen has also been a private sector and public sector planner having responsibility for regional and community planning activities. In addition, from 1982 to 1985, Mr. Johnsen was Director of Administrative Services for Douglas County, Nevada. Mr. Johnsen has a Bachelor of Science degree in Economics and a Master of Science in Regional Resource Planning from Colorado State University. FIELDMAN,ROLAPP&ASSOCUTES 6 ad CITY OF CARLSBAD Mr. Charles E. Turner, CIPFA, Assistant Vice President of Fieldman, Rolapp & Associates, joined the firm in 1996 after serving the Port of Los Angeles as a Financial Assistant. At the Port, Mr. Turner worked with the Director of Finance and Chief Financial Officer in various debt offerings and financial programs. Before leaving the Port, Mr. Turner was involved with the financial projections of the Alameda Corridor Transportation Authority (ACTA); the issuance of both revenue and private placement bonds; and, the structuring of the Harbor Capital Improvement Program. As an Assistant Vice President at Fieldman, Rolapp & Associates, Mr. Turner has assisted several cities in the issuance of tax-exempt debt including: the City of Irvine, the City of Camarillo, the City of Orange, the City of San Clemente, the City of Capitola, the City of Antioch, and the City of San Marcos. Mr. Turner has served on dozens of CFD financings and district formations. Mr. Turner received his Bachelor of Science degree in Finance from California State University, Long Beach and is in the process of earning a Chartered Financial Analyst (CFA) designation . FIELDMAN, ROLAPP & ASSOCIATES 7 d’r FEES For all services to be rendered in a sale of Debt hereunder, the City will pay us a fee based upon the following schedule. The services provided for Phase I, as outlined in the City’s RFP, will be billed on an hourly basis not-to-exceed $12500.00. Phase II services, as outlined in the City’s RFP, will be based on the following schedule, with a 25% credit of Phase I services applied to the Phase II fee, in the event of a successful bond sale. . PAR VALUE OF THE BONDS m $ -o- to $ 2,999, 999 $ 23,500 $ 3,000,000 to $ 11,999,999 $ 27,000 $12,000,000 to $ 19,999, 999 $ 34,000 $20,000,000 to $29,999,999 !§ 41,000 $30,000,000 to $39, 999, 999 $ 45,500 Over $40,000,000 To be negotiated The City will reimburse us for usual and customary out-of-pocket expenses, including, but not limited to, the cost of printing the Official Statement, costs of financial advertising and costs incurred in connection with travel if such travel is necessary in the furtherance of the Project and is authorized by the City. In addition, if it is possible to obtain a rating on any debt and/or if municipal bond insurance or other credit enhancement is available, the City agrees to pay for the costs of such rating and insurance unless it is determined that the cost of insurance shall be borne by the underwriter at the bidder’s option in a competitive sale. Payment Fees for Phase I services are billable at our then current hourly rates due and payable monthly, within 30 days of billing. Fees for Phase II services resulting in the sale of debt are payable at the closing. j Principals of the Firm/Senior Officers $195 Per Hour * Vice Presidents $150 Per Hour Assistant Vice Presidents $130 Per Hour Associate/Senior Associate $115 Per Hour Administrative Assistant/Other $75 Per Hour i Secretarial Staff $35 Per Hour * The rate of the Managing Principal will be $245.00 per hour. Fieldman, Rolapp & Associates would have no conflicts of interest in performing any financial advisory services to the City. FIELDMAN, ROLAPP & ASSOCIATES 8 30 CITY OF CARLSBAD SCOPE OF WORK/SERVICES l Fieldman, Rolapp & Associates will analyze the financing impact of project costs, cash flow projections and green fee implications for the financing. We will present the City with debt service schedules of various terms and under different interest rate and rating assumptions so that projected debt service can be compared with expected revenues. Reinvestment rates on the construction fund, the construction fund drawdown schedule, the level of capitalized interest and interest earnings thereon, along with reinvestment rates of the reserve funds will all impact projections of available cash flow. Where appropriate, we will explore the possibility of “sculpting” debt service to more closely match projected revenues. In addition, we will explore other cost saving possibilities that would include the evaluation of variable versus fixed rate debt, coverage ratios to minimize financing costs, exploration of revenue sources other than the general fund that could be pledged to enhance the credit quality of the financing, explore the possibility of utilizing other assets of the City (i.e. library, city hall, police station, etc.) to enhance the credit quality of the financing. Evaluate the potential of a letter of credit and determine if the financing would be eligible for bank qualified status. Fieldman, Rolapp & Associates will objectively analyze the advantages and disadvantages of proposed financing alternatives for each of the City’s projects for cash flow benefit, net present value cost or savings, total interest cost, administrative cost, impact on City residents and risk to the City’s general fund. l Outlined below are the current and proposed rules regarding management contracts to be eligible for the tax-exempt financing. This is definitely an area that needs close examination with staff, the financial advisor and bond counsel before a final structuring of the financing can be determined. The City’s ability to employ an independent party to manage and operate facilities financed with the proceeds of tax-exempt obligations is somewhat limited. Unlimited use by a private party pursuant to a management contract gives rise to a private business use and may result in the bonds being declared “Private Activity Bonds.” The interest paid with respect to Private Activity Bonds issued to finance a golf course will not qualify for tax-exemption. Therefore, the City must work within the IRS Regulations in structuring the management contract. The Regulations provide guidelines under which a non-governmental person’s use of a bond- financed facility pursuant to a management contract would not be treated as a private business use. These guidelines are: 1. The term of the management contract (including renewal options exercisable by the manager) does not exceed five years; 2. At least 50% of the compensation to any manager other than a governmental unit is on a periodic, fixed-fee basis, and no amount of compensation is based on a share of net profits (compensation may be based on a share of gross revenues (or adjusted gross revenues) or a percentage of expenses from a facility, but not both); 3. The governmental unit owning the facility may terminate the contract (without penalty) at the end of any 3-year period; and E"IELDMAN,ROLA~P&ASSOCIATES 9 CITY OF thRL.SBAD 4. The manager must not have any role or relationship with the governmental unit that, in effect, substantially limits the governmental unit’s ability to exercise its rights under the management contract. Specifically, not more than 20% of the voting power of the governing body of the governmental unit may be vested in the manager and its directors, officers, shareholders and employees. Not more than 20% of the voting power of the governing body of the manager may be vested in the governmental unit and its directors, officers, shareholders and employees. In addition, the overlapping board members must not include the chief executive officers of the manager and the governmental unit. Qn December 29, 1994, the Internal Revenue Service (“IRS”) released Notice of Proposed Rulemaking (FI-72-88) containing proposed regulations (the “Regulations”) which provide guidance with respect to Private Activity Bonds. In particular, the Regulations liberalize and clarify the rules with respect to management contracts. The Regulations adopt all of the current rules (described above) and modify them as follows. The Regulations expand the categories of qualified management contracts (i.e., management contracts which will not jeopardize the tax-exempt status of municipal obligations) to include: (a) contracts with terms not exceeding the lesser of 15 years or 50% of the useful life of the managed property if all the compensation is based on a periodic fixed fee; and (b) contracts with terms not exceeding the lesser of 10 years or 80% of the useful life of the managed property if at least 80% of the compensation is based on a periodic fixed fee. The Regulations are proposed to apply to bonds issued on or after the date that is 60 days after the adoption of final Regulations. Although the IRS has indicated that it had hopes to finalize the Regulations by the end of 1995, the IRS has been inundated with written and oral comments to the Regulations, and consideration of the numerous proposed revisions to the Regulations has delayed their release in final form. There is no way to predict how the management contract rules may be modified when they appear in the final Regulations. l Fieldman, Rolapp & Associates will evaluate legal approaches permitting various financing structures and propose innovative financing methods to the City. Our recommendations will protect the City’s interests while maintaining its flexibility and minimizing financing costs. Our recommendations will ensure the highest possible credit rating and market acceptance of the City’s offerings while avoiding onerous or inflexible bond covenants. We will recommend the optimal financing vehicle for a given project, coverage ratios for any revenue supported debt, appropriate levels of debt service reserve funds, the method of sale, the method of purchasing municipal bond insurance, and reserve fund surety bonds. We will also recommend redemption provisions, including the length of call protection and redemption premiums while discussing the pros and cons of differing periods of call protection (i.e. refunding opportunities versus marketability of the current issue). Other structuring options might include the use of variable rate debt, interest rate swaps, distinctive call features and other techniques to maximize construction fund proceeds. l Fieldman, Rolapp & Associates will (i) provide the credit community with project plans, feasibility analyses, rate studies, CIP details, CEQA documents, financial statements and other required information; (ii) plan and coordinate site tours if necessary to “personalize” the projects and the staff in the eyes and minds of credit analysts; (iii) initiate and orchestrate cooperative dialogue with rating agencies and insurance companies, refining and adjusting elements of the issue to raise their level of comfort; and (iv) maintain ongoing communication FIELDMAN,ROLAPP&ASSOCIATES 10 CiTY OF CARLSBAD with the credit community by using informative mailers and updates to sustain and strengthen ratings and to keep insurance premium bids at highly cost-effective levels. This includes correspondence between issues. Fieldman, Rolapp & Associates will assist the City in coordinating and organizing information meetings in any locations deemed desirable by the City and its financing team. We will also assist in formulating the City’s presentation strategies and with the preparation of presentation materials. We will then represent the City at the information meetings. Fieldman, Rolapp & Associates will work to educate the City Council through presentations at council meetings and workshops in either public or closed door sessions to ensure the full understanding of any financing and its implications to the City. As part of our normal role, Fieldman, Rolapp & Associates will assist in the selection of professionals, including trustee and others, to comprise a synchronized, competent financing team capable of completing a successful transaction with minimal costs. We will prepare requests for proposals that procure thoughtful, relevant responses from firms and individuals recognized in the industry. We will help evaluate the responses in matrix comparisons that separate the candidates and the true cost of their services. Fieldman, Rolapp & Associates will assist in preparing an official statement which includes a description of the securities, the project and pertinent financial and economic data in accordance with current disclosure requirements (including new requirements on secondary market disclosure). We will assist the city in ascertainmg material facts and circumstances regarding the project. After the official statement and notice of sale is prepared, we w-ill mail the document to a comprehensive list of prospective underwriters and institutional investors. Before the sale of the bonds, we will contact underwriters and institutional investors in order to inform and educate them regarding the City’s issue. Prior to the competitive sale, we will inform the City of market data relevant to the issue including visible supply, current placement ratios, interest rates on comparable issues, and the upcoming calendar of economic news releases and planned negotiated and competitive sales. We can guide the City in avoiding sale dates that coincide with either market volatility or uncertainty in anticipation of or reaction to events such as a Federal Open Market Committee Meeting or inflation figure reports. Similarly, we would avoid attempts to sell bonds on the day large issuers may be saturating the market with new debt issues that jeopardize demand for the City’s issue. Fieldman, Rolapp & Associates will represent the City at the bid opening for a public sale and analyze the bids, identify the most favorable bid, and make a recommendation as to award the bid. We will also assist the City in the closing of the financing, so as to ensure consistency among all bond documents both for their proper and complete memorializing of the transaction as the City envisions, and for the City’s protection. We will review documents for their accuracy insofar as their terms perfectly match, and we will independently verify the debt service schedule, arbitrage yield, underwriters spread, bond production reports, true interest cost calculations and other information. FIELDMAN, ROLAPP & ASSOCIATES II CITY OF t.bLSBAD l After the bid is awarded, we will prepare a complete numerical analysis showing gross and net debt service, sources and uses of funds, gross production, true interest cost, bond yield arbitrage yield and other summary statistics. The Internal Revenue Code and the Treasury Regulations provide for exceptions to the rebate requirement that may ultimately provide cost savings to the City. We would explore the possibility of utilizing these exceptions with bond counsel and city staff for the City’s benefit. An example would be the “six-month and two-year expenditure exception” where the issuer spends all the gross proceeds from the bond issue for the governmental purpose within six months of the date the bonds are issued. The issue will also qualify for the two year expenditure exception if the issuer expects to use at least 10% of the net proceeds within six months of the date of issue, 45% within ‘one year, 75% within eighteen months and 100% within two years. Other areas to be monitored are; what is defined and included as “gross proceeds “, “original proceeds “, “discount proceeds” and “reserve or replacement funds,” l We will provide the City guidance with respect to the investment of bond proceeds pending expenditure. Investment options may include the Local Agency Investment Fund, investment agreements, or the purchase of U.S. Government or Agency securities or other instruments authorized by the City’s Statement of Investment Policy. We will assist the City in examining these options within the context of liquidity, safety of principal, flexibility of withdrawals, and yield. Different investment vehicles may be appropriate depending on funds invested (i.e. construction fund, reserve fund or capitalized interest fund) and market conditions. We will present reinvestment rates as well as the pros and cons of the various investment vehicles for each fund. If an investment agreement is the chosen vehicle, we will make recommendations as to its terms and conditions to ensure maximum safety and flexibility to the City. l As part of other services included in a bond sale conducted by Fieldman, Rolapp & Associates, we would (i) provide preparation of the offering document with an eye for the new secondary market disclosure requirements for which the City will be responsible on all of its debt financings; (ii) use our familiarity with industry underwriters to compile a mailing list that is comprehensive and targeted toward candidates known to bid aggressively on the type of issue contemplated: (iii) extend the role of merely circulating the preliminary official statement and notice of sale to a proactive effort that stimulates bidding by making follow up phone calls to recipients of the package, providing supplementary information and answering questions; (iv) if circumstances warrant a larger possible contingent of prospective bidders, consider the use of electronic Parity bidding; and (v) identify broad economic conditions that suggest possible attractive market windows on the horizon, including supply of and demand for debt such as the City’s, and time the final events of the financing schedule to access that window. l We welcome the opportunity to participate in and provide critical input to an evaluation process. In fact, we would hope to be a part of a refinement and improvement process as this is a normal course of our business. This is especially reflected in our debt advisory roles for a number of California issuers where we have assisted counties and other agencies to establish and continuously improve land secured and other debt issuance processes; create parameters against which to evaluate upcoming and completed projects; and consistently educate all interested parties in the fine points and emerging industry trends in municipal debt issuance. FIELDMAN, ROMP & ASSOCIATES 12 t&-Y OF CARLSBAD APPENDIX A Current Financing List 35 Fieldman, Rolapp & Associates Financings 1994 to Present No. 99-1 (Otay Ranch Spa One- Portions of Village One, Village Five and Village One West) 1999 Special Tax Bonds 1999 Revenue Bonds brona, City of Assessment District No. 96-1 (Mountain Gate West) Limited Obligation Improvement Bonds 1999 Series A (Benefit Zones 5, 8and9) Infktructure an Clemente, City of Community Facilities District No. 99-l. 1999 Special Tax Bonds %5,755,000 CFD various Infktructure Nov99 NR an Gabriel County Water kstrict (CSDA) Certiftcates of Participation (California Special Districts Finance Program) 1999 Series JJ 37,575,ooo COP Water Nov99 A ancho California Water ktrict Community Facilities District No. 99-1 Improvement Area A Special Tax Bonds. Series A of 1999 $5,625.000 CFD Water Nov99 NR ancho California Water listrict Community Facilities District No. 99-l Improvement Area B Special Tax Bonds, Series A of 1999 . $4.475,000 CFD Water Nov99 NR hnge,County of Community Facilities District No. 99-l (Ladera Ranch) Series A of 1999 Special Tax Bonds $22.620.000 CFD various oct99 NR InfrastruCtUre outh Orange County Public 1999 Reassessment Revenue %23,835.000 Marks Roos Various act 99 A4A FSA inancing Authority Bonds Iti~CtUre lurrieta Valley Unified C-unity Facilities District $4.940.000 CFD Education oct99 NR chool District No. 90-l. 1999 Special Tax Bonds lko, City of General Obligation Airport Improvement Bonds. Series 1999A $2.905.000 Go firport oct99 AAA FGIC improvement -I- Fieldman, Rolapp & Associates Financings 1994 to Present DESCRIPTION FINANCING hmarillo community kvelopment Commission lig Bear Lake, City of hn Clemente, City of Tax Allocation Bonds (Camarillo Corridor Project) 1999 Private Placement Project Underground Utility Assessment District No. 99-1, Liited Obligation Improvement Bonds %1,260,000 Lease S1,150,000 1915 Fire Station Street, Highway, Bridge sept 99 N/A sept 99 NR hnge, County of h-vine Coast Assessment District No. 88-l; Bond Conversion #7 %9,737,611 1915 various Aug 99 NR Illfkastructure ktcho Cucamonga !edevelopment Agency 11 Dorado, County of 1999 Tax Allocation Relktclmg Bonds Community Facilities District No. 1992-1 (El Dorado Hills Development) Series 1992 Special Tax Bonds $54,945,000 Tax Allocation Various Jnbstructure S43,650,000 CFD various Inhstmcture Aug 99 AAA FSA Aug 99 NR louth Orange County Public Special Tax Revenue Bonds %2,335,000 Marks Roos Various Aug 99 AAA FSA ksttcing Authority 1999 Series B (Phase III) W-1 Idastructure wine, City of Assessment District No. 87-8 %6,865,000 1915 various July 99 NR Limited Obligation Itiastructure Improvement Bonds. Croup One knar~ City of aguna Beach City of Reassessment District No. 85-5- R (Mandalay Bay) Limited Obligation Improvement Bonds Underground Utility Assessment District No. 95-1 %3.54S.O00 1915 $2,792.937 1915 various Infktructure various Illhsbucture July 99 NR July 99 NR kncho Cucamonga Public ‘hncing Authority Remnding Revenue Bonds, Series 1999 - A Senior Lien Bonds $14.260.000 Revenue various July 99 AAA MBIA hlfktructure :ancho Cucamonga Public ‘hancing Authority Refimding Revenue Bonds, Series 1999 ~ B Subordinate Lien Bonds %6,200,000 Revenue various Infmtructure July 99 NR !iverside County Public ‘inancing Authority Reassessment Revenue Bonds Ranch0 Villages ProjectlAD No. 159 1999 Series A (Senior Lien Bonds) $38,985,000 Marks Roos Various (1915 and 1984 Inhstmcture A4 July 99 AAA AMBAC Yverside County Public ‘inancing Authority Reassessment Revenue Bonds Ranch0 Villages Project/AD No. 159 1999 Series B (Junior Lien Bonds) S28,805.000 Marks Roos Various (1915 and 1984 Infrastructure Ad) July 99 NR -2- 33 . Fieldman, Rolapp & Associates Financings 1994 to Present PRINCIPAL TYPE OF FINANCING PURPOSE OF PROJFKT DESCRIPTION Chula Vista, City of San Clemente, City of Assessment District No. 85-1 Limited Obligation Refunding Improvement Bonds. Series orthwest lrvine) Limited tion Improvement Bonds, Riverside County Public Financing Authority (Air Force Village West) Certificates of Participation al Obligation RefUndin ends Series 1999 Coachella Valley Water (Improvement District No. 58) General Obligation Refunding Bonds. Series 1999 July 99 AAA AMBAC %22,580,000 CFD Infrastructure ~various Itlfiastrllctllre July July 99 99 NR NR July 99 July 99 AAA AAA FSA FSA July July 99 99 NR NR June June 99 99 NR NR June June 99 99 NR NR June June 99 99 NR NR June June 99 99 NR NR June June 99 99 BBB- BBB- June 99 June 99 AAA AAA AMBAC AMBAC June June 99 99 A A June 99 June 99 AAA AAA FGIC FGIC June 99 June 99 A.&4 A.&4 FGIC FGIC June 99 June 99 AAA AAA FGIC FGIC various Irlhtructure $7,935,000 1984 t $14,875,000 1915 various lnfktructure Street, Highway, Bridge %15,650,00 1915 Street, Highway, Bridge S2.005 1915 Street, Highway, Bridge $5,550,000 1915 I $62.790.000 COP Street, Highway, Bridge Housing and Healtl Care $X,245,000 Revenue Tax Allocation $640 00 SewerlWastewater SewerWastewater Treatment %7,560,000 GO $10,470,000 Go $6,865.000 Go SeweriWastewater Treatment SewerAVaskwater Treatment -3- Fieldman, Rolapp & Associates Financings 1994 to Present rovement Bonds Del Mar, City of Reassessment District No. 99-1 (Seawall) Limited Obligation Refunding Bonds (Bank Qualified) Laguna Beach City of Assessment District No. 84-1 Limited Obligation Refunding Improvement Bonds, Series 1999 %2,820,000 1984 various hlfiaaucture May 99 NR Corona Public Financing Revenue Bonds 1999 Series A %25,755,000 Revenue Bonds Various May 99 AAA FSA Authority (Superior Lien Bonds) Infhstmcture Corona Public Financing Revenue Bonds 1999 Series B $10,255.000 Revenue Bonds Various May 99 NR Authority (Subordinate Lien Bonds) Infhstmcture Ahso Water Management Lease Revenue Refunding S4,1750,000 Revenue Bonds SewerAVastewater May 99 AA Agency Bonds. Series 1999 Treatment [Nine Unified School District Community Facilities District %21,985,000 CFD Education May 99 AAA AMBAC No. 86-l Special Tax Bonds. Series 1999 South County Regional Wastewater Authority Revenue Bonds (Regional Wastewater Facilities Project) Gilroy Refunding Series 1999A %38,2 15.000 Revenue Bonds Sewer/Wastewater May 99 AAA MBIA Del Mar, City of General Obligation Bonds. Series 1999 (Wildfire Protection Project) (Bank Qualified) %1,950.000 GG Water Apr 99 AA San Luis Obispo, County of North Mesa Assessment District S2.796.93 I 1915 Street, Highway Apr 99 NR Limited Obligation Improvement Bonds Sparka, City of General Obligation (Limited %1.500.000 Medium-Term Park Development Tax) Marina Park Note. Series General 1999 Obligation Apr99 NR Vi* City of Mobile Home Park Revenue Bonds (Vista Manor Mobile Home Park Project) Series 1999A $5.965,000 Revenue Bonds Housing Mar 99 NR Vista, City of Mobile Home Park Subordinate Revenue Bonds (Vista Manor Mobile Home Park Project) Series 1999B MOO,000 Revenue Bonds Housing Mar 99 NR Riverside, County of [Economic Development &F-CY) Mobile Home Park Revenue Bonds, Series 1999A $6.0 15,000 Revenue Bonds Housing Mar 99 NR -4- -39 Fieldman, Rolapp & Associates Financings 1994 to Present Facilities District No. 1, S Riverside, County of Community Facilities District No. 84-2 (Lake Hills), Series 1999 Special Tax Refunding Bonds $4,635,000 CFD’ various Illfkhuctu~ Feb 99 BBB- Riverside, County of Reassessment District No. l56R-99 (Ynez Road) Limited Obligation Refunding Bonds $1,675,000 1984 various Infmtructure Feb 99 NR Irvine Public Facilities and Irhstructure Authority Laguna Beach, City of Gilroy Public Facilities Financing Authority Irvine, City of Assessment Revenue Bonds, Series A Assessment District No. 95-5 Los Robles 1999 Authority Refimdii Revenue Bonds Assessment District No. 87-8 Limited Obligation Improvement Bonds. Adjustable Rate Series %66,240,000 Mark Roos Various 1915 Act Bonds lnf&tlucture $375,872 1915 various hG%structure %8,090,000 Marks Roos Various 1984 Act Bonds Infrastructure %74,700,000 1915 various hfhstructure Feb 99 Feb 99 Jan 99 Jan 99 AAA AMBAC NR NR AA Capitola Financing Authority 1998 Reassessment Revenue S4,070.000 Marks Roos Various Dee 98 NR 1984 Act Inhstructure Reassessment Bonds Both Canyon Public Community Facilities District %45.000,000 CFD various Lkc 98 NR Facilities Financing Authority No. 98-l Special Tax Bonds, h&structure Series 1998 Jurupa Community Services Community Facilities District $39.695.000 CFD various Dee 98 AAA FSA District No. 1. 1998 Special Tax Bonds lnhstructure Antiock City of Public 1998 Reassessment Revenue 648.320,OOO Marks Roos Various Dee 98 AAA AMBAC Financing Authority Bond Series A 1984 Act lnhsbucture Reassessment Bonds Antioch City of Public Financing Authority 1998 Reassessment Revenue Bond, Subordinated Series B $44,875,000 Marks Roos Various 1984 Act h&structure Reassessment Bonds Dee 98 NR Windsor, Town of (Redevelopment Agency) Windsor Redevelopment Project 1998 Tax Allocation Bonds (Bank Qualified) %4,480,000 Tax Allocation Various hdktructure Dee 98 AAA MBIA -5- Pieldman, Rolapp & Associates Financings 1994 to Present AGENCY PROJECT NAME DESCRIPTION PURPOSE OF pRoJE~ PRINCIPAL TYPE OF FINANCING School District Public Financing Authority Special Tax Revenue Bonds, 1998 Series A Bonds Dee 98 $13,705,000 Revenue AAA FSA _Development 1 Dee 98 / NR / Sparks, City of General Obligation (Limited Tax) Marina Park Note, Series 1998 SS,OOO,OOO Medium-Term General Obligation I State of California, Public Lease Revenue Refunding Works Board Bonds, 1998 Series C $32,630,000 I Revenue various h&tstructure INov98/ A I I Ranch0 California Water Adjustable Rate Revenue Bond District Financing Authority Series 1998A $46,000,000 Revenue Corona, City of C-unity Facilities District No. 97-2 (Eagle Glen) 1998 Special Tax Bonds $19,505,000 CFD $21,705 COP Water 1 Nov98 / AAA 1 MBIA Walnut Valley Water District Refunding Certificates of Participation (BadilloKirand Transmission Main and Terminal Storage Project) Series 1998 Redevelopment Ott 98 Fountain Valley Agency for Community Development 1998 Tax Allocation Refundin Bonds (Industrial Area Redevelopment Project) AA4 MBIA S26.629.212 1915 --I- $6,095,000 1915 Street, Highway. Bridge Aug 98 NR Orange, County of Limited Obligation Improvement Bonds, 1998 Series A hvine Coast AD No. 88-l Ventura County Public Local Agency Revenue Bonds, Financing Authority 1998 Series A various h&rstructure Aug 98 NR various Infrastructure / Aug98 1 NR 1 San Marcos Public Financing Rebinding Revenue Bonds, Authority Sties 1998 $33,560,000 Revenue CFD Water: Street, Highway, Bridge: various lnt&tructure: Flood Control Aug 98 Riverside, County of CFD No. 89-5 (Rancon Business Center) Special Tax Refunding Bonds, Series 1998 AAA AMBAC %7,330.000 COP t- $3,130,337 1915 Library Aug 98 AAA AMBAC various Infrastructure Aug 98 NR -6. 41 c. Fieldman, Rolapp & Associates Financings 1994 to Present AGENCY PROJECT NAME DESCRIPTION PURPOSE OF PROJECT’ ( DATTF ( RATING ( INSURERS 1 PRINCIPAL TYPE OF FINANCING various btf+astntcture 1 July98 1 BBB- 1 LOC $7,180.000 CFD Val Verde Unified School Special Tax Revenue Bonds, District Financing Authority 1998 Series A (Senior Lien) various lnfktmcture 1 Ju1y98 1 NR 1 Val Verde Unified School Special Tax Revenue Bonds. District Financing Authority 1998 Series B(Jumor Lien) $27,725.000 CFD $2,945,000 I 1915 Sonoma Valley County Sanitation District Liited Obligation Improvement Bonds. Eighth Street East Sewer Assessment District South Orange County Public Special Tax Revenue Bonds, Financing Authority 1998 Series B Wastewater Sanitary District July 98 NR various ~-cture 1 July98 1 AAA 1 AMBAC 1 S29,O 10,000 CFD Marks-Roes Land Acquisition 1 July98 1 NR 1 Bell Public Financing Authority Taxable Refunding Notes, Series 1998 %4,500,000 TRAN hvine, City of Assessment District No. 94-13 (Oak Creek) Limited Obligation linprovement Bonds, Croup One %13,975,000 1915 various various Inftastructure Inftastructure July 98 July 98 NR NR various various htfmsbucture htfmsbucture July 98 July 98 NR NR Streets Highway, Streets Highway, Bridge Bridge July 98 July 98 NR NR Streets, Highway, Streets, Highway, Bridge Bridge July 98 July 98 NR NR Irvine, City of ~Assessment District No. 97-16 l(Northwest kvine) Liited ‘Obligation Improvement Bonds, Croup Two 99,555,000 1915 En&&as, City of Community Facilities District No. I (En&has Ranch Public Improvements) 1998 Special Tax Bonds. Series A $39,590,000 CFD %3,000,000 CFD C-unity Facilities District No. 1 (Encinitas Ranch Public ~ Improvements) 1998 Special iTax Bonds. Series B Encinitas, City of $l21l 10.000 CFD Winchester Hills Financing C-unity Facilities District Authority (City of Temecula) No. 98-l (Winchester Hills) Special Tax Bonds, 1998 Series A various various Inhstructure Inhstructure July 98 July 98 NR NR various various lt&sstructure ltiastructure July 98 July 98 NR NR various various l&tstntcture ltiastructbre various Infktructure various htfiastructure July 98 July 98 NR NR July 98 NR 1 July98 1 NR / 1 Winchester Hills Financing Authority (City of Temecula) Orange, City of Irvine, City of $145.000 CFD $7,045.000 1984 %11.915.000 1915 Community Facilities District No. 98-l (Winchester Hills) Special Tax Bonds. 1998 Series B Limited Obligation Refunding Improvement Bonds AD No. 86-l (East Orange) Series 1998 AD No. 95-12, Limited obligation Improvement Bonds, ~Fixed Rate Bonds. Croup Three %2,735,000 1984 various lnbstructure July 98 NR -7- 42 - Eieldman, Rolapp & Associates Financings 1994 to Present AGENCY PROJECTNAME I PRINCIPAL. DESCRIPTION P;E-~F.w. ( D~IF ( RATING ( INSURERS Airport Authority of Washoe County South Grange County Public Financing Authority Vista. City of, Community Development Commission Vista. City of. C-unity Development Commission California Statewide C-unities Development Authority PFC Revenue (Tax-Exempt) Note, Series 1998 ’ Special Tax Revenue Bonds, Series A 1998 Tax Allocations Bonds, Series B 33,351,OOO Short Term Airport Note $25,855.000 Marks-Roos Various hdixstmcture $8,935,000 Tax Allocation Redevelopment June 98 June 98 June 98 NR AAA AMBAC AAA MBIA 1998 Tax Allocations Bonds, Series A %5.645,000 Tax Allocation Redevelopment June 98 AA4 MBIA Revenue Refunding Bonds S179,3201000 Revenue Bond Health Care June 98 AAA AMBAC (Sherman Oaks Project) Series 1998A Bonds I I I California Statewide Revenue Refunding Bonds Communities Development Authority (Sherman oaks hoject) Series 1 1998B Bonds S3,OOO,Ow/ Revenue Bond /HINiiare / June 98 / AAA / AMBAC Gtay Water District San Juan Capistrano, City of June 98 June 98 AMBAC FGIC San Juan Capistrano Community Redevelopment Agency San Juan Capistrano Central Redevelopment Project 1998 Tax Allocation Refunding Bonds $X,3 15,000 Tax Allocation Various ln6astt-ucture June 98 AAA FSA Temecula, City of CFD No. 88-12 (Ynez Corridor) Special Tax Refunding Bonds, 1998 Series A %18.690,000 CFD various June 98 NR In&structure . Big Bear Lake. City of 1998 Refunding COPS (Civic Center Project) 1 .$5.300,000~ COP P,cCkx 1 June 98 AAA FSA h-vine, City of AD. No. 97-17 Limited I Eligz; hn&vEyt Bonds,l S95~ooo~ooo~ 1915 Fzcture June 98 AA LGC I I I I Apr98 AAA AMBAC I I I I I I I State of California. Public Department of Corrections $102.700.000 Revenue Bonds Various Works Department Refunding Bonds. 1998 Series B / /I*astructure / Apr 98 AAA MBIA State of California. Public Works Department I Department ofCorrections. I %I 15.380.000 Revenue Bonds Emergency Beds, 1998 Series A I I Various Infbsstructure Orange, County of CFD No. 86-2 (Ranch0 Santa Margarita). Series A of 1998 Special Tax Bonds S10,975,000 CFD various hfmstructure Apr98 NR Bell Public Financing Authority F%%Taxable Pension Revenue / $1.800.000 Revenue Bonds Pension Revenue I lBonbs ( Apr98 I AAA I MBIA -8- - Fieldman, Rolapp & Associates Financings 1994 to Present DESCRIPTION FINANCING Mobile Home Park Revenue Mobile Home Park vine, City of Mobile Home Park Revenue Bonds Mobile Home Park kange, City of Refunding Certificates of Participation (Police Headquarters Facility Project) 1998 Sties A 112,215,0t?iO COP Police Headquarters Apr98 AAA FSA ladera, County of Certificates of Participation (Valley Children’s Hospital Project) Series 1998 !$60,715,000 COP Health Care (Hospital) Apr98 AAA MBIA ‘allecitos Water District Water Revenue Certificates of Participation (Twin Oaks Reservoir Project) %24,865,000 COP Water Mar 98 AA LGC lell. City of ‘ypress, City of 1998 Certiticates of Participation Limited Obligation Improvement Bonds: Cypress Business & Professional Center Assessment District %3,020,000 32,160,OOO COP 1915 various Infrastructure various I&wtructure Feb 98 Feb 98 A4A MBIA NR I astern Municipal Water hstrict ‘orona, City of Water & Sewer Retimding COPS. Series 1998.4 CFD No. 90-I (South Corona) ofthe City of Corona Special Tax Retimding Bonds. 1998 Series A %39,655,000 $62.845.000 COP CFD Water various infrastructure Jan 98 AAA FGIC Jan 98 AA-4 MBIA onoma County Public 1997 Authority Revenue Bonds %9.800:000 1915 various Dee 97 NR inancing Authority Inbastnicture tlivenhain Municipal Water Water Revenue Certificates of 550.000.000 COP Water Dec97 AAA FGIC iistrict Participation (1997 Capital Projects and Refunding) aguna Beacb, City of Underground Utility AD No. 95-2, Limited Obligation Improvement Bonds 6714.514 1915 Underground Utilities Dee 97 NR ncinitas, City of 1997 Retimding Certificates of Participation Series A (Civic Center Project) $7.550.000 COP Civic Center Nov 97 AAA MBIA tate of California, Public v’orks Board Lease Revenue Refunding Bonds. Dept of Corrections. 1997 Series A $8.930.000 Lease Jail/Detention Nov 97 AAA AMBAC -9- Celdman, Rolapp & Associates Financings 1994 to Present PRINCIPAL DATE OF SALE RATING AGENCY PROJECT NAME DESCRIPTION Lease Revenue Refunding Bonds, Dept of Veterans Affairs, 1997 Series A Lease Revenue Refunding Bonds, Dept of Corrections, 1997 Series B Corc~an Lease Revenue Refunding Bonds, Dept of Corrections, 1997 Series C Lease Revenue Refunding Bonds, UC Regents, 1997 Series C 1997 Refunding COPS, improvement District 71 191311915 Act Limited Dbligation Improvement Bonds San Vicente Sewer Project Refunding CFD No. 3 (Cascades Business Park & Golf Course) 4D No. 97-16 (Northwest hvine) Limited Obligation [mprovement Bonds. Adjustable Rate Series 4D No. 97-16 (Northwest irvine) Limited Obligation Improvement Bonds. Group he 4D No. 94-13 (Oak Creek) Limited Obligation improvement Bonds. Adjustabl Rate Series Tax Allocation Bonds. Series 1997 Limited Obligation [mprovement Bonds 1997 Series A h-vine Coast AD 88-l 4D No. 96-1 1997 Series A :Benetit Zones 3 & 4) 4D No. 96-1 1997 Series B :Benetit Zones 6 & 7) INSURERS $9,380,000 Lease I I Veterans Homes Nov 97 AMBAC Nov 97 AMBAC $18,960,000 Lease Jail/Detention $41,970:000 Lease Jail/Detention $158,405,000 Lease Education $15,445,000 COP Flood Control %454,753 191311915 Water State of California, Public Works Board Nov 97 AMBAC State of California, Public Works Board AMBAC State of Califbrnia, public Coachella Valley Water Nov 97 AMBAC (DIN/O NR Coachella Valley Water District S690,OOOl COP l;~S.~ewater NR Ramona Municipal Water District Los Angeles, City of f h-vine. City of $11,750,000 CFD various Infrastructure %60.000.000 1915 various htf+astructure Sept 97 Sept 97 NR a3/VMIG-1 Sept 97 NR Irvine, City of $3.695,000 various Infrastructure Irvine, City of 561.600.000 1915 various h&structure %26,000.000 Tax Allocation Various Ifiastructure Aug 97 .aYVMIG-I AA :apital Assets Grange County ~ Corona, City of Corona. City of $3,590.419 1915 various hhstructure S685.000 1915 Streets, Highway. Bridge $1.605.000 1915 Streets, Highway, Bridge Aug 97 NR Aug 97 NR Aug 97 NR -lO- Eieldman, Rolapp & Associates Financings 1994 to Present DESCRIPTION FINANCING IrlfiastNcture City of hvine, Industrial Variable Rate Demand IDB $4,400,000 IDB Industrial July 97 AA-IF- 1 + Union Bank of Development Authority Bonds (Sabritec) Development California City of hvine AD. No. 95-12 (Northwood 5) X4,295$00 1915 various July 97 NR Croup Two lt&structure City of Laguna Beach Underground Utility AD. No. 51,505,781 1915 Underground July 97 NR 94-3 Utility Ohvenhain Municipal Water AD. No. 96-1 (OMWD Water %22,530,000 1915 Water July 97 AA.4 MBIA District Storage Project) North Lake Tahoe Public $4.170,000 Revenue Bond Solid Waste AA.4 MBIA Financing Authority httegrated Waste Management July 97 Revenue Bonds. 1997 Series A Management Marks Roes Eastern Municipal Water District orange: county of Water & Sewer Rev Ref COPS. Series 1997A CFD 87-4 Series A of 1997 Special Tax Bonds $21,835.000 COP $10.815.000 CFD Retimding various lnhtructure: School Facilities June 97 June 97 AAA MBIA AAA MBIA Orange Redevelopment Agency Tustin Street Redevelopment Project, 1997 Tax Allocation Bonds. Series A $3.280.000 Tax Allocation Redevelopment June 97 AA4 MBIA Orange Redevelopment 4wCY Tustin Street Redevelopment Project. 1997 Taxable Tax Allocation Bonds, Series B $6.500.000 Tax Allocation Redevelopment June 97 AAA MBIA Camarillo. City of (Industrial Landers Corporation Project $6.000.000 IDB Industrial May 97 NR Development Authority) Development Bond Orange, City of (Industrial Control Air Conditioning $5.000.000 IDB Industrial May 97 AA+ Development Authority) Project Development Bond San Juan Capistrano, RDA 1997 Subordinated Taxable $1.800,000 Tax Allocation Housing May 97 AA.4 MBIA Tax Allocation Bonds (Housing) Laguna Beach City of Underground Utility AD 94-7 S534.964 1915 Act Undergrounding May 97 NR Utility hviie Unified School District CFD No 86-l. Special Tax %74,320.000 CFD various May 97 NR Bonds, Series 1997 htfktructure Riverside. County of CFD 87-5 Series A $12.025.000 CFD WaterlWastewater April 97 NR Riverside, County of CFD 87-5 Series B Sl.080.000 CFD WateriWastewater April 97 NR -ll- 4 Fieldman, Rolapp & Associates Financings 1994 to Present Valley Center Municipal Orange, County of AD 96-1 (Lower Moosa Murrieta County Water Mark Roos Special Tax Bond Rebinding Series A Padre Dam Municipal Water 1996 Water Reclamation Phase Single Family Mortgage Variable Rate Multl Housing Revenue Bonds (Hacienda de Camarillo Encinitas Ranch Golf PURPOSEOF PROJECT RATING 1 INSURERS various tnhstructure I Dec96 I NR I various ~cture / Dec96 1 AA4 / FSA Water and AAA FSA Water and Nov 96 AA.4 FSA SewerlWastewater Treatment Water I Nov96 I AAA I AMBAC Housing Housing Housing Water Nov96 Aaa Nov96 A Nov96 Aaa Nov96 AA4 AMBAC Water 1 NOVN 1 AM 1 AMBAC Fire Station I oct96 I BBB- I Housing Ott 96 AAAIA-I+ Housing Ott 96 AAA MBIA Water Sept96 NR Golf Course I sePtg6 I NR I Fieldman, Rolapp & Associates Financings 1994 to Present PROJECT NAME DESCRIPTION PRINCIPAL DATE OF SALE RATING INSURERS AGENCY AD 95-l 2 Conversion /Croup One Bonds S2,545,0001 1915 jVarioustire Aug 96 NR AD 94-l Limited Obligation Improvement Bonds 52,4093661 1915 lEzUGountig Aug 96 NR Laguna Beach City of Aug 96 NR AD 96-l Limited Obligation Improvement Bonds, 1996 Series A %1,624,200 various Inhstructure City of Corona AD 95-1 Limited Obligation Bonds 1.929.9431 1915 IStreets, Highway Aug 96 City of San Clemente Requeza St/Bracero Road AD 93-l 1 p1,356,4OOI 1915 I~~busre City of Encinitas City of Santa Clarita City of Camarillo Ranch0 California Water District July 96 NR July 96 NR July 96 NR June-96 AA.4 CFD 88-3 Refunding %7,480.000 CFD Water I Flood Control / various lnhstructure i Education AMBAC NR Livingston City of East Valley Water District Redevelopment Agency of the City of Sparks, NV Irvine, City of Sewer Loan Refinancing Refirnding Certificates of Participation Series 1996 $2.210.344 Private Sewer I Wastewater Placement Treatment $8.140.000 COP Water Tax Allocation Bond Anticipation Notes. Series 1996 S8,150.000 Tax Allocation Parking Assessment District 95-12. Northwood 5 (Fixed Rates) S5.110:000 1915 various htfrastructure May-96 May-96 Apr-96 Feb 96 AMBAC NR NR Assessment District 95- 12. Northwood 5 (Variable Rates) S27.6OO.OOOl 1915 /V&usure Feb 96 Al Irvine, City of Ranch0 California Water District Financing Authority Jan-96 AA 1996 Wastewater Restructuring Revenue Bond Sewer I Wastewater Treatment Assessment District 95-l (Centex), Limited Obligation Improvement Bonds. 1996 Series A $855.000 1915 Various I&astructure Special Tax Revenue Bonds. 1995 Series A $16.265.000 Marks-Roes School Facilities CFD Refinancing NR AAA A Jan-96 Jan-96 Saddleback Valley Unified School District Public Financing Authority Riverside County Flood Control & Water Conservation FSA Dee-95 1995 Negotiable Promissory Notes / $2.675.000~ Notes l/l_d Control - 13- r’ieldman, Rolapp & Associates Financings 1994 to Present PURPOSE OF PROJECT RATING 1 INSURERS AGENCY Corona. City of PROJECT NAME DESCRIPTION 1995 General Obligation Refunding Bonds PRINCIPAL TYPE OF FINANCING %7,225,000 Go Library 1 Dee-95 1 AAA 1 FGIC I Encinitas, City of I Encinitas Ranch Public Improvements $23,000,000 CFD I various infktmcture Daz-95 NR Riverside County Public Financing Authority 1995 Series A Senior Lien Special Tax Revenue Bonds S33,765,000~ Mark$$os various Lllfktmcture 1 Nov-95 1 AAA MBIA Riverside County Public Financing Authority 1995 Series B Junior Lien Special Tax Revenue Bonds 55;611,0001 M%;oos various Lllfksmcture 1 Nov-95 1 NR Bell C-unity Housing Authority P9,500,0001 Revenue Bond Revenue Bond Bell C-unity Housing Authority 1995 Subordinated Revenue Bonds. Mobile Home Park Acquisition Project Carlsbad, City of La Costa Downs, Assessment District No. 92-O 1 1 SR14,2991 1911 various h&structure act-95 NR Downtown sep-95 AAA AMBAC hprovements Water Aug-95 AA.4 FGIC I Sparks, City of 1995 Short Term General I $10,000,000 I General Obligation Bonds Obligation Ranch0 California Water Refunding Revenue Bonds. District Series of 1995 $46,585,000 Revenue Bond Madera, County of Valley Children’s Hospital. Certificates of Participation Series 1995 $155.000.000 COP Health Care Aug-95 AA.4 MBIA Cambria Community Services Water and Wastewater Revenue $3.470.000 Revenue Bond District Refunding Bonds. 1995 Series A Ontario, City of Assessment District No. 106. Limited Obligation Bonds S5.254,437 1915 $3 1.990 Tax Allocation Housing, Remnding Redevelopment Jul-95 AAA Housing Jul-95 AAA Housing, Jul-95 AA.4 C-unity Redevelopment Compton Redevelopment Agency ofthe City of Compton Project Refunding Tax Allocation Bonds. Series 1995 A C-unity Redevelopment Compton Redevelopment Agency of the City of Compton Project Retirnding Tax Allocation Bonds. Series 1995 (Illy $10.137 Tax Allocation C-unity Redevelopment Compton Redevelopment Agency ofthe City of Compton Project Retirnding Tax Allocation Capital Appreciation Bonds. Series 1995c $16.620 Tax Allocation Housing I Ju1-95 I BBB I C-unity Redevelopment Compton Redevelopment Agency of the City of Compton Project Retimding Tax Allocation Bonds. Series 1995- 1 - 14. -. r’ieldman, Rolapp & Associates Financings 1994 to Present PRINCIPAL TYPE OF FINANCING PURPOSE OF PROJECT DATE OF SALE RATING INSURERS NR NR NR NR AAA FGIC NR NR Ati Cap Guaranty NR A+ DESCRIPTION Eastern Municipal Water 1995 General Obligation Improvement Bonds. Assessment District 94-l 5 Walnut Valley Water District Retimding COPS. Series 1995 Elsinore Valley Municipal Canyon Lake Treatment Water District Rehabilitation Laguna Beach, City of Diamond Crestview Assessment District 94-05 Ontario Redevelopment Financing Authority 1995 Revenue Refunding Bonds, Series A Ontario Redevelopment Financing Authority Corona, City of 1995 Revenue Refunding Bonds, Series B Multi-family Housing Revenue Bonds. Series A $1,675,0Ol General Obligation Jul-95 Water. Sewer, Wastewater Treatment 1 I $7:620,000 General Obligation Jul-95 Water, Sewer, Wastewater Treatment I Jul-95 $1,320,000 General Obligation $620.000 General Obligation $950,000 General Obligation Water, Sewer, Wastewater Treatment Water? Sewer, Wastewater Treatment Jul-95 Water, Sewer, Waatewater Treatment Jul-95 S5,115 Taxable Refunding Notes Land Purchase Jul-95 $5 13.07 1915 Underground Utilities Jul-95 Water lnhstructure Jul-95 Jun-95 Reclaimed Water Mar-95 $2.780.000 1915 T $12.465.744 1915 $3.475.000 COP $9.850.000 COP Dam Mar-95 $1.015.15 1911 Sewer & Wastewater Treatment Mar-95 .‘:“” lntmstructure Feb-95 lnfmstructure Feb-95 $6.880.000 Marks-Roes AD and CFD $7.045.000 Housing Mortgage Revenue - 15- 50 fl’ieldman, Rolapp & Associates Financings 1994 to Present AGENCY I PROJECT NAME PRINCIPAL TYPE OF PURPOSE OF DATE OF DESCRIPTION FINANCING PROJECT SALE corona, city of Multi-family Housing Revenue Bonds, Series B %6,995,000 Housing Mortgage Revenue Housing Jan-95 Corona, City of, Industrial Development Authority Industrial Development Bonds, Series 1994 $4,000,000 IDB Expansion of Manufacturing Facility Dee-94 Rio Linda Water District 1994 Water System $4,990;000 COP Water Dee-94 Improvement Project Cambria C-unity Services 1994 Wastewater Treatment %2,340,000 COP Sewer, Wastewater Nov-94 District System Upgrade Project Treatment Newport-Mesa Unified School Capita1 Improvements Project, %5,340,000 COP Education, Nov-94 District 1994 Certiticates of Administration Participation Building Riverside, County of Reassessment District $2,290,000 1915 Streets Nov-94 Remnding No. 150-R (Monterey Avenue) Limited Obligation Refunding Bonds Windsor Joint Powers Financing Authority East Valley Water District Lease Revenue Bonds 1994C, Walter Eagan Center Treatment Plant Project Series 1994 S6,555,000 Marks-Roes Civic Center, Jail: COP Recreation $7.650.000 COP Water Nov-94 Nov-94 El Dorado, County of Community Facilities District No. 1992-l. El Dorado Hills $14.660,000 CFD Streets, Water Reclamation Intbtructure Nov-94 Corona, City of 1994 Water System Improvements $5.900.000 COP Water act-94 Baldy Mesa Water District Water System Improvement Project $2.880.000 COP Water act-94 Madera, County of 1994 Tax Revenue Allocation Bonds 1 S3.400.000/ TRAN ICash Flow / Sep-94 El Dorado Hills Commumty Wild Oak Park Assessment Services District District / Sl,O82.6751 1915 lopenSpace I sep-94 Lake Arrowhead Community Deer Lodge Park Assessment $1.488.787 1915 Water Aug-94 Services District District South Grange County Public Special Tax Revenue Bonds, S239.340.000 Marks-Roes Roads Aug-94 Financing Authority 1994 Series C CFD Irvine, City of Assessment District 94-l 5. %32,700.000 1915 InI&tructure Aug-94 Limited Obligation Improvement Bonds Madera, County of Stunner Hill Assessment District I $496.700 I 1915 Water Aug-94 RATING Letter of Credit A+ NR BBB+ A NR A- AA.4 MIGI NR NR AAA MIG2 NR I INSURERS Bank of AMBAC MBIA AMBAC FGIC - l6- -_ -. f;ieldman, Rolapp & Associates Financings 1994 to Present 0 PROJECT NAME PURPOSE OF Riverside, County of Somma, County of 1994 Public Works %8,035.000 COP LandSll, Recycling Aug-94 A+ Improvements Program & Transfer Station Sonoma, County of 1994 Series A Heavy %1,111~000 Lease Heavy Equipment Jul-94 NR Equipment Maintenance & Animal Shelter Facility Refmancing Project Sonoma, County of 1994 Series B, Healdsburg . $1,192,000 Lease Transfer Station Jul-94 NR Transfer Station Refinancing Project It-vine, City of 1994 Taxable Notes $62,455,000 TRAN Cash Flow Jul-94 NR Madera, County of Community Facilities District %1,805,000 CFD Iand Purchase Jul-94 NR 94-1, C-unity College Santa Margarita Water District Dana Point Authority Revenue $55,415.000 Marks-Roes Water Jul-94 AA.4 MBIA Bonds, Series A Go Special Revenue Santa Margarita Water District Dana Point Authority 1994 $132,870.000 Marks-Roes Water Jul-94 AA4 MBIA General Obligation Bond Go Rehutding. Series B Bell Community Taxable Retimding Notes, $6,000.000 Tax Allocation Redevelopment Jul-94 NR Redevelopment Agency Series 1994 Bell Community 1994 Subordinated Tax $4.800.000 Tax Allocation Redevelopment Jul-94 NR Redevelopment Agency Allocation Refunding Bonds Bell C-unity 1994 Tax Allocation Refunding $19,100.000 Tax Allocation Redevelopment Jul-94 AAA Cap Guaranta Redevelopment Agency Bonds Windsor Joint Powers Wastewater Revenue Rekmding S3.2 10.000 Revenue Bonds Wastewater Jul-94 AAA AMBAC Financing Authority Bonds, Series l994A San Bernardino County 1994 Public Improvement $12.050.000 Marks-Roos InIktructure Jun-94 NR Financing Authority Refunding Revenue Bonds. 1915 Series A San Bernardino County 1994 Public Improvement $lO,490,000 Marks-Roos Infrastructure Jun-94 NR. Financing Authority Refunding Revenue Bonds. 1915 Series B Windsor. Town of Windsor Redevelopment $4,600.000 Tax Allocation Various Jun-94 BBB Redevelopment Agency Project. 1994 Tax Allocation h&structure Bonds Newport Mesa Unified School 1994 Taxable Tax Revenue 546.960.000 Taxable Cash Flow Jun-94 Al District Allocation Bonds TRANS Riverside, County of Assessment District 16 I. Series %7,219.123 1915 Highway Jun-94 NR C, Winchester Properties - 17- Eieldman, Rolapp & Associates Financings 1994 to Present . PROJECT NAME DESCRIPTION PRINCIPAL I AGENCY RATING INSURERS DATE OF SALE May-94 Services District La Quinta Redevelopment 1994 General Obligation Retimdmg Bonds I $3,905,000 Remnding Facilities Go FGIC AAA Tax Allocation Refunding I Redevelopment Bonds, Series 1994, Project Area No. 1 May-94 AA.4 MBIA h-vine Unified School District Orange, County of 1994 Taxable Notes I $54,575,000 I Taxable Notes Cash Flow I May-94 May-94 NR Newport Ridge Assessment District. No. 92-1, Series B P7~515.0001 1915 ILandPurchase Assessment District No. 1993-l 1 1915 1 Water May-94 NR Mammoth County Water District Community Facilities District 88-2 Special Tax Bonds I .$2,920,0001 CFD 1 Water Wastewater May-94 NR Ranch0 Cucamonga, City of 1994 Taxable Notes $42,180,000 I Taxable Notes Cash Flow I May-94 A+ Orange County Board of Education May-94 Baa Canyon Lake, City of Grange County, North C-unity College District Sonoma, County of Corona, City of Redevelopment Agency Trabuco Canyon Public Financing Authority A+ May-94 A+ 1994 Honor Farm Detention Facility Refinancing $3.715.000 I COP Jail Apr-94 AA.4 FGIC Redevelopment Project Area I $47,050.000 Tax Allocation I I Redevelopment “A”. 1994 Tax Allocation Remnding Bonds. Series A Apr-94 ‘4‘4‘4 FSA Special Tax Ret&ding Revenue $48,500.000 Marks-Roes Water Bonds. 1994 Senior Lien Series I Mar-94 A I CFD I Special Tax Rebinding Revenue %13:460.000 Marks-Roes Water Bonds. 1994 Junior Lien Series CFD B Mar-94 NR Trabuco Canyon Public Financing Authority 112.080;oU0~ Matrkkpos 1 Water Mar-94 AA4 FSA Trabuco Canyon Public Financing Authority C-unity Facilities District 93-3 Special Tax Bonds, Foothill Marketplace 1 S4.825.OOOl CFD II_y_/1_ Mar-94 NR Rancho Cucamonga, City of Bakersfield, City of t Bakersfield. City of Bakersfield. City of A Public Financing Authority Revenue Bonds. Series 1994 A $36.415:000 Marks-Roos Retimding Various Revenue Bonds Sewer & Street Improvements Public Financing Authority S22.285.000 Marks-Roos Water & Sewer Revenue Bonds. Series 1994 B 1915 Public Financing Authority %2.325,000 Marks-Roes Various Revenue Bonds. Series 1994 C 1915 Feb-94 NR Feb-94 Feb94 NR - 18- r’ieldman, Rolapp & Associates Financings 1994 to Present AGENCY PROJECT NAME DESCRIPTION PRINCIPAL ~;zOsrcz D~T-w RATING I INSURERS h-vine, City of Lease-Leaseback Agreement with the It-vine public Facilities and Inf&t~cture Authority %5,480,000 COP Road Bridge Feb94 A+ Madera County Public Financing Authority Local Agency Refunding and Revenue Bonds, Series A I Madera County Public Financing Authority Local Agency Subordinate Refimclmg Bonds, Series B I S2,300,0001 Mark$$os IRoads I Feb94 I NR I h-vine, City of Limited Obligation Refunding Improvement Bonds, Assessment District No. 89-10 / $l7,178,808I 1915 /Infmstmcture / Jan-94 1 AAA 1 MBIA Ii-vine. City of Limited Obligation Refunding Improvement Bonds, Assessment District No. 80-2 31466,417 Infrastructure Jan-94 AA4 MBIA Ii-vine, City of Limited Obligation Refunding Improvement Bonds, Assessment District No. 83-3 15,771,3711 1915 /h__V1_ / Jan-94 / AAA / MBIA I Sonoma County Water Agency Refunding i pricing I I %4,495,000 I Water Revenue I Infrastructure Jan-94 AA.4 FGIC Cucamonga County Water District 1994 Water Facilities Project %14,665,000 COP Water Facilities Jan-94 AA.4 FGIC Ranchho Cucamonga Rancho Redevelopment project Redevelopment Authority 1994 Tax Allocation Remnding $64.460.000 Tax Allocation Redevelopment Jan-94 .4&l MBIA . - 19 -