2008 fgfoa conference herringok

8/8/2019 2008 FGFOA Conference Herringok

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BOND ISSUANCE PROCESS

Bryant Miller Olive

Attorneys at LawJoLinda Herring


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3 Types of Bonds

General Obligation Bonds

Revenue Bonds Conduit Bonds


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Whatis the Process for Issuing a

Bond? Assemble the Financing Team

City Manager

City Attorney

City FinanceDirector

Bond Counsel

Disclosure Counsel Underwriter

Underwriters Counsel

Other Appropriate Parties


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Who are the Parties Involved? City Attorney

Bond Counsel

Disclosure Counsel

Underwriter

Underwriter's Counsel


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Who are the Parties Involved? City Attorney

InitialDue diligence

Research State Law and Citys charter todetermine authority of the City to issue bonds

Assistin selection of Bond Counsel andUnderwriter

Participation in Validation Proceedings, draftingof the OS, and presents the Issuers Opinion


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Who are the Parties Involved? Bond Counsel

Consults with City Attorney on Citys authority to

issue bonds Consults withUnderwriter regarding the

structure of the deal

Prepare authorizing resolution, award resolution,

validation pleadings, and closing documents Reviews Official Statement

Issues Bond Counsel Opinion


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Who are the Parties Involved? Underwriter's Counsel

Prepares Bond Purchase Contract

Reviews all documents prepared by BondCounsel

Advises Underwriter


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Bond? Define the project

Nature of the project

Purpose and authority to undertake project andissue debt to finance project

Project timetable (tax considerations:

arbitrage)

Use of proceeds (tax considerations: privateuse)


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PrincipalDocuments Resolution, Ordinance, Trust Indenture

Bond PurchaseAgreement

Notice of Sale

Insurance Policy

Rating Letters

Tax Certificate

Bond

Opinions


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Whatis the Process for Issuing aBond?

Negotiate Bond Insurance Policy and Premium withan Insurer

Send documents to rating agencies and get ratingletters

Negotiate and Sign Bond Purchase Contract If negotiated sale

Award sale of bonds to Underwriter pursuant to anAward Resolution and a Bond Purchase Contract

If competitive sale Advertise bid date Open bids Award Bid


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Bond? (cont.)

Prepare and Print Final Official Statement(OS)

Fillin pricing and saleinformation

Verify no other information changed

Execute Closing Documents Legal Opinions

Bond Counsel

Disclosure Counsel

City Attorney


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Bond? Deliver Bonds and Receive Proceeds

Pre-Closing Meeting: Usually three days before closing Sign certificates, agreements, and bonds

Day of Closing Paying Agent/DTC hold bonds in escrow Underwriter wires funds pursuant to the Closing

Memorandum Bond Counsel obtains permission to release bond

insurance policy Bond Counsel approves release ofits opinion and

insurance policy Paying Agent will then release the bonds and the

transaction is officially closed


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Bryant Miller OliveAttorneys at Law

JoLinda Herring

Questions?