R-98-10-08-13E2 - 10/8/1998RESOLUTION NO. R- 98- 10- 08 -13E2
WHEREAS, the City of Round Rock desires to retain financial
advisory services, and
WHEREAS, First Southwest Company has submitted an agreement
to provide said services, and
WHEREAS, the City Council desires to enter into said
agreement with First Southwest Company, Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,
TEXAS,
That the Mayor is hereby authorized and directed to execute on
behalf of the City an agreement with First Southwest Company for
financial advisory services, a copy of said agreement being
attached hereto and incorporated herein for all purposes.
The City Council hereby finds and declares that written notice
of the date, hour, place and subject of the meeting at which this
Resolution was adopted was posted and that such meeting was open to
the public as required by law at all times during which this
Resolution and the subject matter hereof were discussed, considered
and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended, and the Act.
RESOLVED this 8th day of October, 1998.
ATTEST:
R:\ WPDOCS \RESOLVCI \RH100882.WPD /,Cg
LAND, City Secretary
CHARLES CUL E� Mayor
City of Round Rock, Texas
PROPOSAL AND AGREEMENT
For
FINANCIAL ADVISORY SERVICES
By and Between
CITY OF ROUND ROCK, TEXAS
And
FIRST SOUTHWEST COMPANY
It is understood that the City of Round Rock, Texas (the "Issuer "), will have under consideration
from time to time the authorization and issuance of indebtedness in amounts and forms which
cannot presently be determined and that in connection with the authorization, sale, issuance and
delivery of such indebtedness of the Issuer, First Southwest Company ( "FSWC ") has been
requested to submit a proposal to provide professional services to the Issuer in the capacity of
Financial Advisor ( "Financial Advisor "). FSWC is pleased to comply with this request and submit
the following proposal for consideration. This proposal, if accepted by the Issuer, shall become the
agreement (the "Agreement ") between the Issuer and FSWC effective at the date of its acceptance
as provided for herein below.
1. This agreement shall apply to any and all evidences of indebtedness or debt obligations
that may be authorized and issued or otherwise created or assumed by the Issuer (hereinafter
referred to collectively as the "Debt Instruments ") from time to time during the period in which this
Agreement shall be effective.
2. FSWC agrees to provide its professional services and its facilities as Financial Advisor
and agree to direct and coordinate all programs of financing as may be considered and authorized
during the period in which this Agreement shall be effective and to assume and pay those expenses
set out in Appendix A, provided, however, that FSWC's obligations to pay expenses shall not
include any costs incident to litigation, mandamus action, test case or other similar legal actions.
3. FSWC agrees to perform the following duties normally performed by such financial
advisors and all other duties as, in our judgment, may be necessary or advisable:
a. FSWC will conduct a survey of the financial resources of the Issuer to determine
the extent of its capacity to authorize, issue and service debt. This survey will include an analysis
of the existing debt structure as compared with the existing and projected sources of revenues which
may be pledged to secure payment of debt service and, where appropriate, will include a study of
the trend of the assessed valuation, taxing power and present and future taxing requirements of the
1
Issuer. In the event revenues of existing or projected facilities operated by the Issuer are to be
pledged to repayment of the Debt Instruments then under consideration, the survey will take into
account any outstanding indebtedness payable from the revenues thereof, additional revenues to be
available from any proposed rate increases and additional revenues, as projected by consulting
engineers employed by the Issuer, resulting from improvements to be financed by the Debt
Instruments under consideration. FSWC will also take into account future financing needs and
operations as projected by the Issuer's staff and consulting engineers or other experts, if any,
employed by the Issuer.
b. On the basis of the information developed by the survey described above, and
other information and experience available to FSWC, FSWC will submit to the Issuer its
recommendations on the Debt Instruments under consideration including such elements as the date
of issue, interest payment dates, schedule of principal maturities, options of prior payment, security
provisions, and any other additional provisions designed to make the issue attractive to investors.
All recommendations will be based upon the professional judgment of FSWC with the goal of
designing Debt Instruments which can be sold under terms most advantageous to the Issuer and at
the lowest interest cost consistent with all other considerations.
c. FSWC will advise the Issuer of current bond market conditions, forthcoming
bond issues and other general information and economic data which might normally be expected to
influence interest rates or bidding conditions so that the date of sale of the Debt Instruments may be
set at a time which, in our opinion, will be favorable.
d. FSWC understands the Issuer has retained, or will retain, firms of municipal
bond attorneys (the 'Bond Counsel") whose fees will be paid by the Issuer. In the event it is
necessary to hold an election to authorize the Debt Instruments then under consideration, FSWC
will assist in coordinating the assembly and transmittal to Bond Counsel of such data as may be
required for the preparation of necessary petitions, orders, resolutions, ordinances, notices and
certificates in connection with the election.
e. FSWC will recommend the method of sale of the Debt Instruments that, in its
opinion, is in the best interest of the Issuer and will proceed, as directed by the Issuer, with one of
the following methods:
1. Advertised Sale: FSWC will supervise the sale of the Debt Instruments
at a public sale in accordance with procedures set out herein. FSWC reserves the right, alone or in
conjunction with others, to submit a bid for any Debt Instruments issued under this Agreement
which the Issuer advertises for competitive bids. In compliance with Rule G -23 of the Municipal
Securities Rulemaldng Board, FSWC will request consent to bid in writing, in any instance wherein
FSWC elects to bid, prior to submitting a bid for each installment of Debt Instruments.
2. Negotiated Sale: FSWC will recommend one or more investment
banking firms as managers of an underwriting syndicate for the purpose of negotiating the purchase
2
of the Debt Instruments and in no event will FSWC participate either directly or indirectly in the
underwriting of the Debt Instruments. FSWC will collaborate with any managing underwriter
selected and counsel to the underwriters in the preparation of the Official Statement or Offering
Memorandum. FSWC will cooperate with the underwriters in obtaining any Blue Sky
Memorandum and Legal Investment Survey, preparing Bond Purchase Contract, Underwriters
Agreement and any other related documents. The costs hereof, including the printing of the
documents other than the Official Statement or Offering Memorandum, will be paid by the
underwriters.
f. When appropriate, FSWC will advise financial publications of the forthcoming
sale of the Debt Instruments and provide them with all pertinent information.
g. FSWC will coordinate the preparation of the Notice of Sale and Bidding
Instructions, Official Statement, Official Bid Form and such other documents as may be required.
FSWC will submit to the Issuer all such documents for examination, appioval and certification.
After such examination, approval and certification, FSWC will provide the Issuer with a supply of
all such documents sufficient to its needs and will distribute by mail sets of the same to prospective
bidders and to banks, life, fire and casualty insurance companies, investment counselors and other
prospective purchasers of the Debt Instruments. FSWC will also provide sufficient copies of the
Official Statement to the purchaser of the Debt Instruments in accordance with the Notice of Sale
and Bidding Instructions.
h. FSWC will, after consulting with the Issuer, arrange for such reports and
opinions of recognized independent consultants FSWC deems necessary and required in the
successful marketing of the Debt Instruments.
i. Subject to the approval of the Issuer, FSWC will organize and make
arrangements for such information meetings as, in its judgment, may be necessary.
j. FSWC will make recommendations to the Issuer as to the advisability of
obtaining a credit rating, or ratings, for the Debt Instruments and, when directed by the Issuer,
FSWC will coordinate the preparation of such information as, in its opinion, is required for
submission to the rating agency, or agencies. In those cases where the advisability of personal
presentation of information to the rating agency, or agencies, may be indicated, FSWC will arrange
for such personal presentations, which will include at least two representatives from the Issuer.
k. FSWC will assist the staff of the Issuer at any advertised sale of Debt
Instruments in coordinating the receipt and tabulation and comparison of bids and FSWC will
advise the Issuer as to the best bid. FSWC will provide the Issuer with its recommendation as to
acceptance or rejection of such bid.
1. As soon as a bid for the Debt Instruments is accepted by the Issuer, FSWC will
proceed to coordinate the efforts of all concerned to the end that the Debt Instruments may be
3
delivered and paid for as expeditiously as possible. FSWC will assist the Issuer in the preparation
or verification of final closing figures incident to the delivery of the Debt Instruments.
m. FSWC will maintain contact with Bond Counsel in the preparation of all legal
documents pertaining to the authorization, sale and issuance of the Debt Instruments. It is
presumed that Bond Counsel will provide an unqualified legal opinion as to the legality of the
issuance of the Debt Instruments at the time of delivery.
n. If requested, FSWC will counsel the Issuer with respect to the selection of a
Paying Agent/Registrar for the Debt Instruments, and FSWC will assist in the preparation of
agreements pertinent to these services and the fees incident thereto.
o. In the event formal verification by an independent auditor of any calculations
incident to the Debt Instruments is required, FSWC will make arrangements for such services.
p. FSWC agrees to do, or cause to be done, all work incident to printing of the
Debt Instruments, obtaining approval, as may be required by the Attorney General, registration by
the Comptroller of Public Accounts and delivery to the purchaser.
q. After the closing of the sale and delivery of the Debt Instruments, FSWC will
deliver to the Issuer a schedule of annual debt service requirements on the Debt Instruments. In
coordination with Bond Counsel, FSWC will assure that the Paying Agent/Registrar has been
provided with a copy of the authorizing ordinance, order or resolution.
r. FSWC will be represented at any and all meetings of the governing body of the
Issuer, its staff, representatives or committees as requested at all times when FSWC may be of
assistance or service and the subject of financing is to be discussed.
s. FSWC will advise the Issuer and its staff of changes, proposed or enacted, in
Federal and State laws and regulations which would effect the municipal bond market.
t. FSWC will work with the Issuer, its staff and any consultants employed by the
Issuer in developing financial feasibility studies and analyzing alternative financing plans.
3. In addition to the services set out above, FSWC agrees to provide the following services
when so requested:
a. FSWC will provide its advice as to the investment of certain funds of the Issuer.
FSWC will, when so directed, purchase those investments authorized to be purchased and FSWC
will charge a normal and customary commission for each such transaction.
b. FSWC will provide its advice and assistance with regard to exercising any call
and /or refunding of any outstanding Debt Instruments.
4
c. FSWC will provide its advice and assistance in the development of, and
financing for, any capital improvements programs of the Issuer.
d. FSWC will provide its advice and assistance in the development of the long -
range financing plan of the Issuer.
by the Issuer.
4. The fee due to FSWC in accordance with Appendix A attached hereto, any other fees as
may be mutually agreed and all expenses for which FSWC is entitled to reimbursement, shall
become due and payable concurrently with the delivery of the Debt Instruments to the purchaser.
5. This Agreement shall become effective at the date of acceptance by the Issuer set out
herein below and remain in effect thereafter for a period of three years from the date of acceptance
provided, however, this Agreement may be terminated with or without cause by the Issuer upon
thirty (30) days written notice. In the event of such termination, it is understood and agreed that
only the amount due to FSWC for services provided and expenses incurred to date of termination
will be due and payable. No penalty will be assessed for termination of this Agreement.
This Agreement is submitted in duplicate originals. When accepted by the Issuer, it, together with
Appendix A attached hereto, will constitute the entire Agreement between the Issuer and FSWC for
the purposes and the considerations herein specified. Acceptance will be indicated by the signature
of authorized officials of the Issuer together with the date of acceptance on both copies and the
return of one executed copy to FSWC.
ACCEPTANCE
RESCXUTioA)
ACCEPTED pursuant to inariee adopted by +"- C s ,Council of the City of Round
Rock, Texas on this 23 , of CC TO/36k., " 8. L /
Title 1/ OW
ATTEST:
e. FSWC will provide any other financing planning services as may be requested
Respectfully submitted,
FIRST SOUTHWEST COMPANY
By
#r L
I
5
Ti p ssf Clry ITh A j p,
(SEAL)
6
FINANCIAL ADVISORY FEE SCH:EDU E AND EXPENSE ITEMS
Base Fee - Any Issue
Plus $12.50 per $1,000 up to
Plus $11.50 per $1,000 next
Plus $ 7.00 per $1,000 next
Plus $ 4.65 per $1,000 next
Plus $ 2.75 per $1,000 next
Plus $ 2.50 per $1,000 next
Plus $ 1.95 per $1,000 next
Plus $ 1.35 per $1,000 next
Plus $ 1.30 per $1,000 next
Plus $ 1.25 per $1,000 over
APPENDIX A
$3,000
$ 250,000 or a total of $ 6,125
$ 250,000 or a total of $ 9,000
$ 500,000 or a total of $12,500
$ 1,500,000 or a total of $19,475
$ 2,500,000 or a total of $26,350
$ 5,000,000 or a total of $38,850
$10,000,000 or a total of $58,350
$10,000,000 or a total of $71,850
$20,000,000 or a total of $97,850
$50,000,000 Bonds
for $ 250,000 Bonds
for $ 500,000 Bonds
for $ 1,000,000 Bonds
for $ 2,500,000 Bonds
for $ 5,000,000 Bonds
for $10,000,000 Bonds
for $20,000,000 Bonds
for $30,000,000 Bonds
for $50,000,000 Bonds
Fees for Advance Refunding Issues shall be the amount shown plus 10% additional charge.
EXPENSES
The following expenses pertaining to any debt issue will be paid by the Issuer. On a competitive sale,
First Southwest Company will initially pay all related expenses except bond counsel and election costs
and bill the Issuer for such expenses along with the Financial Advisory Fee after successful delivery of
the bond proceeds. On a negotiated sale, expenses will be deducted from the proceeds at the time of
delivery.
Expenses shall include:
Bond counsel fees and charges
Election expenses
Computer charges
Bond rating fees and any related travel to rating meetings
Any travel in connection with a debt issue
Printing, preparation and distribution costs of offering documents and securities
Reports of independent consultants
Publishing cost of any legally required notices
Escrow and paying agent fees, along with other costs necessary to close a negotiated issue
Miscellaneous transaction expense
DATE: October 2, 1998
SUBJECT: City Council Meeting, October 8, 1998
ITEM: 13. E. 2. Consider a resolution authorizing the Mayor to execute an
agreement for financial advisory services with First Southwest
Company.
The financial advisor advises the City on the appropriateness of bonded
indebtedness financing structure, assists in obtaining credit ratings and
advises on the timing, marketing and fairness of the pricing and terms of
bond sales. Services provided also include conducting bond sale bids
and negotiations with prospective investors. Staff Resource Person:
David Kautz, Finance Director
First Southwest Company's knowledge and experience in the financial markets have proven
highly beneficial to the City in obtaining the lowest and best costs on its bonds.
The agreement is for a three year term and staff recommends approval.
PROPOSAL AND AG{MjN j
For
FINANCIAL ADVISORY SERVICES
By and Between
CITY OF ROUND ROCK, TEXAS
And
FIRST SOUTHWEST COMPANY
It is understood that the City of Round Rock, Texas (the "Issuer "), will have under consideration
from time to time the authorization and issuance of indebtedness in amounts and forms which
cannot presently be determined and that in connection with the authorization, sale, issuance and
delivery of such indebtedness of the Issuer, First Southwest Company ( "FSWC ") has been
requested to submit a proposal to provide professional services to the Issuer in the capacity of
Financial Advisor ( "Financial Advisor "). FSWC is pleased to comply with this request and submit
the following proposal for consideration. This proposal, if accepted by the Issuer, shall become the
agreement (the "Agreement ") between the Issuer and FSWC effective at the date of its acceptance
as provided for herein below.
1. This agreement shall apply to any and all evidences of indebtedness or debt obligations
that may be authorized and issued or otherwise created or assumed by the Issuer (hereinafter
referred to collectively as the "Debt Instruments ") from time to time during the period in which this
Agreement shall be effective.
2. FSWC agrees to provide its professional services and its facilities as Financial Advisor
and agree to direct and coordinate all programs of financing as may be considered and authorized
during the period in which this Agreement shall be effective and to assume and pay those expenses
set out in Appendix A, provided, however, that FSWC's obligations to pay expenses shall not
include any costs incident to litigation, mandamus action, test case or other similar legal actions.
3. FSWC agrees to perform the following duties normally performed by such financial
advisors and all other duties as, in our judgment, may be necessary or advisable:
a. FSWC will conduct a survey of the financial resources of the Issuer to determine
the extent of its capacity to authorize, issue and service debt. This survey will include an analysis
of the existing debt structure as compared with the existing and projected sources of revenues which
may be pledged to secure payment of debt service and, where appropriate, will include a study of
the trend of the assessed valuation, taxing power and present and future taxing requirements of the
1
Issuer. In the event revenues of existing or projected facilities operated by the Issuer are to be
pledged to repayment of the Debt Instruments then under consideration, the survey will take into
account any outstanding indebtedness payable from the revenues thereof, additional revenues to be
available from any proposed rate increases and additional revenues, as projected by consulting
engineers employed by the Issuer, resulting from improvements to be financed by the Debt
Instnunents under consideration. FSWC will also take into account future financing needs and
operations as projected by the Issuer's staff and consulting engineers or other experts, if any,
employed by the Issuer.
b. On the basis of the information developed by the survey described above, and
other information and experience available to FSWC, FSWC will submit to the Issuer its
recommendations on the Debt Instruments under consideration including such elements as the date
of issue, interest payment dates, schedule of principal maturities, options of prior payment, security
provisions, and any other additional provisions designed to make the issue attractive to investors.
All recommendations will be based upon the professional judgment of FSWC with the goal of
designing Debt Instruments which can be sold under terms most advantageous to the Issuer and at
the lowest interest cost consistent with all other considerations.
c. FSWC will advise the Issuer of current bond market conditions, forthcoming
bond issues and other general information and economic data which might normally be expected to
influence interest rates or bidding conditions so that the date of sale of the Debt Instruments may be
set at a time which, in our opinion, will be favorable.
d. FSWC understands the Issuer has retained, or will retain, firms of municipal
bond attorneys (the "Bond Counsel ") whose fees will be paid by the Issuer. In the event it is
necessary to hold an election to authorize the Debt Instruments then under consideration, FSWC
will assist in coordinating the assembly and transmittal to Bond Counsel of such data as may be
required for the preparation of necessary petitions, orders, resolutions, ordinances, notices and
certificates in connection with the election.
e. FSWC will recommend the method of sale of the Debt Instruments that, in its
opinion, is in the best interest of the Issuer and will proceed, as directed by the Issuer, with one of
the following methods:
1. Advertised Sale: FSWC will supervise the sale of the Debt Instruments
at a public sale in accordance with procedures set out herein. FSWC reserves the right, alone or in
conjunction with others, to submit a bid for any Debt Instruments issued under this Agreement
which the Issuer advertises for competitive bids. In compliance with Rule G -23 of the Municipal
Securities Rulemaking Board, FSWC will request consent to bid in writing, in any instance wherein
FSWC elects to bid, prior to submitting a bid for each installment of Debt Instruments.
2. Negotiated Sale: FSWC will recommend one or more investment
banking firms as managers of an underwriting syndicate for the purpose of negotiating the purchase
2
of the Debt Instruments and in no event will FSWC participate either directly or indirectly in the
underwriting of the Debt Instruments. FSWC will collabanate with any managing underwriter
selected and counsel to the underwriters in the preparation of the Official Statement or Offering
Memorandum. FSWC will cooperate with the underwriters in obtaining any Blue Sky
Memorandum and Legal Investment Survey, preparing Bond Purchase Contract, Underwriters
Agreement and any other related documents. The costs hereof, including the printing of the
documents other than the Official Statement or Offering Memorandum, will be paid by the
underwriters.
f. When appropriate, FSWC will advise financial publications of the forthcoming
sale of the Debt Instruments and provide them with all pertinent information.
g. FSWC will coordinate the preparation of the Notice of Sale and Bidding
Instructions, Official Statement, Official Bid Form and such other documents as may be required.
FSWC will submit to the Issuer all such documents for examination, approval and certification.
After such examination, approval and certification, FSWC will provide the Issuer with a supply of
all such documents sufficient to its needs and will distribute by mail sets of the same to prospective
bidders and to banks, life, fire and casualty insurance companies, investment counselors and other
prospective purchasers of the Debt Instruments. FSWC will also provide sufficient copies of the
Official Statement to the purchaser of the Debt Instruments in accordance with the Notice of Sale
and Bidding Instructions.
h. FSWC will, after consulting with the Issuer, arrange for such reports and
opinions of recognized independent consultants FSWC deems necessary and required in the
successful marketing of the Debt Instruments.
i. Subject to the approval of the Issuer, FSWC will organize and make
arrangements for such information meetings as, in its judgment, may be necessary.
j. FSWC will make recommendations to the Issuer as to the advisability of
obtaining a credit rating, or ratings, for the Debt Instruments and, when directed by the Issuer,
FSWC will coordinate the preparation of such information as, in its opinion, is required for
submission to the rating agency, or agencies. In those cases where the advisability of personal
presentation of information to the rating agency, or agencies, may be indicated, FSWC will arrange
for such personal presentations, which will include at least two representatives from the Issuer.
k. FSWC will assist the staff of the Issuer at any advertised sale of Debt
Instruments in coordinating the receipt and tabulation and comparison of bids and FSWC will
advise the Issuer as to the best bid. FSWC will provide the Issuer with its recommendation as to
acceptance or rejection of such bid.
1. As soon as a bid for the Debt Instruments is accepted by the Issuer, FSWC will
proceed to coordinate the efforts of all concerned to the end that the Debt Instruments may be
3
delivered and paid for as expeditiously as possible. FSWC will assist the Issuer in the preparation
or verification of final closing figures incident to the delivery of the Debt Instruments.
m. FSWC will maintain contact with Bond Counsel in the preparation of all legal
documents pertaining to the authorization, sale and issuance of the Debt Instruments. It is
presumed that Bond Counsel will provide an unqualified legal opinion as to the legality of the
issuance of the Debt Instruments at the time of delivery.
n. If requested, FSWC will counsel the Issuer with respect to the selection of a
Paying Agent/Registrar for the Debt Instruments, and FSWC will assist in the preparation of
agreements pertinent to these services and the fees incident thereto.
o. In the event formal verification by an independent auditor of any calculations
incident to the Debt Instruments is required, FSWC will make arrangements for such services.
p. FSWC agrees to do, or cause to be done, all work incident to printing of the
Debt Instruments, obtaining approval, as may be required by the Attorney General, registration by
the Comptroller of Public Accounts and delivery to the purchaser.
q. After the closing of the sale and delivery of the Debt Instruments, FSWC will
deliver to the Issuer a schedule of annual debt service requirements on the Debt Instruments. In
coordination with Bond Counsel, FSWC will assure that the Paying Agent/Registrar has been
provided with a copy of the authorizing ordinance, order or resolution.
r. FSWC will be represented at any and all meetings of the governing body of the
Issuer, its staff, representatives or committees as requested at all times when FSWC may be of
assistance or service and the subject of financing is to be discussed.
s. FSWC will advise the Issuer and its staff of changes, proposed or enacted, in
Federal and State laws and regulations which would effect the municipal bond market.
t. FSWC will work with the Issuer, its staff and any consultants employed by the
Issuer in developing financial feasibility studies and analyzing alternative financing plans.
3. In addition to the services set out above, FSWC agrees to provide the following services
when so requested:
a. FSWC will provide its advice as to the investment of certain funds of the Issuer.
FSWC will, when so directed, purchase those investments authorized to be purchased and FSWC
will charge a normal and customary commission for each such transaction.
b. FSWC will provide its advice and assistance with regard to exercising any call
and/or refunding of any outstanding Debt Instruments.
4
c. FSWC will provide its advice and assistance in the development of, and
financing for, any capital improvements programs of the Issuer.
d. FSWC will provide its advice and assistance in the development of the long -
range financing plan of the Issuer.
by the Issuer.
e. FSWC will provide any other financing planning services as may be requested
4. The fee due to FSWC in accordance with Appendix A attached hereto, any other fees as
may be mutually agreed and all expenses for which FSWC is entitled to reimbursement, shall
become due and payable concurrently with the delivery of the Debt Instruments to the purchaser.
5. This Agreement shall become effective at the date of acceptance by the Issuer set out
herein below and remain in effect thereafter for a period of three years from the date of acceptance
provided, however, this Agreement may be terminated with or without cause by the Issuer upon
thirty (30) days written notice. In the event of such termination, it is understood and agreed that
only the amount due to FSWC for services provided and expenses incurred to date of termination
will be due and payable. No penalty will be assessed for termination of this Agreement.
This Agreement is submitted in duplicate originals. When accepted by the Issuer, it, together with
Appendix A attached hereto, will constitute the entire Agreement between the Issuer and FSWC for
the purposes and the considerations herein specified. Acceptance will be indicated by the signature
of authorized officials of the Issuer together with the date of acceptance on both copies and the
return of one executed copy to FSWC.
ATTEST:
Respectfully submitted,
FIRST SOUTHWEST COMPANY
By
ACCEPTANCE
ACCEPTED pursuant to T/ adopted by Ci un it of the City of Round
5
fir
Title
SA L L /L ., IA .J
(SEAL)
6
FINANCIAL ADVISORY FEE SCHEDULE AND EXPENSE ITEMS
Base Fee - Any Issue
Plus $12.50 per $1,000 up to
Plus $11.50 per $1,000 next
Plus $ 7.00 per $1,000 next
Plus $ 4.65 per $1,000 next
Plus $ 2.75 per $1,000 next
Plus $ 2.50 per $1,000 next
Plus $ 1.95 per $1,000 next
Plus $ 1.35 per $1,000 next
Plus $ 1.30 per $1,000 next
Plus $ 1.25 per $1,000 over
APPENDIX A
$3,000
$ 250,000 or a total of $ 6,125
$ 250,000 or a total of $ 9,000
$ 500,000 or a total of $12,500
$ 1,500,000 or a total of $19,475
$ 2,500,000 or a total of $26,350
$ 5,000,000 or a total of $38,850
$10,000,000 or a total of $58,350
$10,000,000 or a total of $71,850
$20,000,000 or a total of $97,850
$50,000,000 Bonds
Fees for Advance Refunding Issues shall be the amount shown plus 10% additional charge.
EXPENSES
for $ 250,000 Bonds
for $ 500,000 Bonds
for $ 1,000,000 Bonds
for $ 2,500,000 Bonds
for $ 5,000,000 Bonds
for $10,000,000 Bonds
for $20,000,000 Bonds
for $30,000,000 Bonds
for $50,000,000 Bonds
The following expenses pertaining to any debt issue will be paid by the Issuer. On a competitive sale,
First Southwest Company will initially pay all related expenses except bond counsel and election costs
and bill the Issuer for such expenses along with the Financial Advisory Fee after successful delivery of
the bond proceeds On a negotiated sale, expenses will be deducted from the proceeds at the time of
delivery.
Expenses shall include:
Bond counsel fees and charges
Election expenses
Computer charges
Bond rating fees and any related travel to rating meetings
Any travel in connection with a debt issue
Printing, preparation and distribution costs of offering documents and securities
Reports of independent consultants
Publishing cost of any legally required notices
Escrow and paying agent fees, along with other costs necessary to close a negotiated issue
Miscellaneous transaction expense