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Dan SchwartzState Treasurer

STATE OF NEVADAOFFICE OF THE STATE TREASURER

2018 UNDERWRITING SERVICES

SOLICITATIONTO SERVE AS A SENIOR AND/OR CO-

MANAGING UNDERWRITER

Office of the State Treasurer101 North Carson Street, Suite #4

Carson City, Nevada 89701

Release Date: January 19, 2018

Submission Deadline: February 15, 2018 @ 3:00 PM PT

(Refer to Section 4- Solicitation Timeline for the complete schedule.)

For additional information, please contact:

Authorized Contact:

State Treasurer’s OfficeIsabel Li, Management Analyst III

[email protected] (Refer to Section 19-Proposal Submission and Packaging Instructions for

complete instructions on submitting a proposal.)

January 2018 Underwriter Services Solicitation

mailto:[email protected]

Firm Information Coversheet(Include this Firm Information Coversheet in Tab III of the Technical

Proposal.)

Firm must provide all requested information in the space provided next to each numbered question.

1

Firm InformationName:Street Address:

City, State, Zip:

Website Address:2 SEC

Registration:

3 FINRA Registration:

4 Firm’s Proposal ContactName:Title:Street Address:

City, State, Zip

Email Address:5 Telephone Number for Contact Person

Area Code: Number: Extension:6 Name of Individual Authorized to Bind the Firm

Name: Title:

7 Signature (Individual must be legally authorized to bind the firm)Signature: Date:


Table of ContentsPage

1. FIRM INFORMATION COVERSHEET 2

2. OVERVIEW 5

3. GENERAL PROPOSAL CONDITIONS 6

4. AUTHORIZED CONTACT INFORMATION 9

5. SOLICITATION TIMELINE 9

6. ACRONYMS/DEFINITIONS 9

7. SCOPE OF SERVICES-SENIOR MANAGING UNDERWRITERS 11

8. SCOPE OF SERVICES-CO-MANAGING UNDERWRITERS 12

9. QUALIFYING CRITERIA 12

10. CERTIFICATION 13

11. FIRM BACKGROUND 14

12. FIRM REFERENCES 19

13. SUBSTANTIVE SCORED QUESTIONS 21


14. SENIOR MANAGING UNDERWRITER COST INFORMATION 24

15. QUESTIONS AND ANSWERS 25

16. AMENDMENTS AND ADDENDA 25

17. EVALUATION OF PROPOSALS AND SELECTION OF UNDERWRITERS 26

18. DEBRIEFING OF UNSUCCESSFUL RESPONDENTS 28

19. TERMS AND CONDITIONS 28

20. PROPOSAL SUBMISSION AND PACKAGING INSTRUCTIONS 30

21. SUBMISSION CHECKLIST 39

22. ATTACHMENT A-CONFIDENTIALITY AND CERTIFICATION OF INDEMNIFICATION 40

23. ATTACHMENT B-TECHNICAL PROPOSAL CERTIFICATION OF COMPLIANCE WITH TERMS AND CONDITIONS OF SOLICITATION

41

24. ATTACHMENT C-FIRM CERTIFICATIONS 42

25. ATTACHMENT D-INSURANCE SCHEDULE FOR SOLICITATION 43

26. ATTACHMENT E-REFERENCE QUESTIONNAIRE 44

27. ATTACHMENT F-SAMPLE BOND PURCHASE AGREEMENT 45


28. ATTACHMENT G-STATE OF NEVADA BOARD OF FINANCE AND STATE TREASURER DEBT MANAGEMENT POLICY

46

29. ATTACHMENT H-SENIOR MANAGING UNDERWRITER COST WORKSHEET 47

30. ATTACHMENT I-KEY STAFF RESUMES 48


1. Overview

The State of Nevada Office of the Treasurer (“Office”) is soliciting qualified firms (no joint proposals), registered with the SEC and FINRA and/or the MSRB to serve as Senior Managing Underwriters and/or Co-Managing Underwriters (“Underwriters”) in connection with the timing, structuring, marketing, selling, and issuing of State securities.

Pursuant to MSRB Rule G-23 and the SEC Municipal Advisor Rule, Underwriters responding to this solicitation are identifying themselves as an underwriter and not as a financial advisor and acknowledge that their firm has financial and other interests that differ from those of the State.

The Office intends this solicitation process to result in the selection of several qualified firms for inclusion in either a Senior Managing Pool and/or a Co-Managing Pool (“Pools”). The size and composition of the Pools will be determined as part of the selection process.

The selections made pursuant to the solicitation will be effective for a period of up to four years or until such time the Office re-procures these underwriting services.

The Office, upon the direction of the Board of Finance, issues debt in the name of the State on behalf of State agencies and municipalities of the State of Nevada. Proceeds are used to finance State projects for programs such as Public Works, Clean Water Revolving Fund, Drinking Water Revolving Fund, Water Grants, Historic Preservation Grants, Natural Resources, University System, Transportation, Lease-Purchase, and Municipal Bond Bank.

The customary method for issuing State securities is through the competitive bid process.

While the presumptive method of sale is the competitive method, the negotiated method of sale may be warranted when certain conditions do not allow for a competitively bid selection of an underwriter at the actual time of the securities issuance. The negotiated method entails the selection of an underwriter or underwriting pool prior to the designated sale date. This allows the State to coordinate beforehand the complex tasks and requirements associated with the issuance directly with the underwriter, thereby increasing the probability of an optimal sale. Examples of conditions which may warrant a negotiated sale include:

Debt issuance is so large (or small) that the number of potential bidders would be too limited to provide the State with truly competitive bids;


Debt issuance requiring the ability to react quickly to sudden changes in interest rates, such as a refunding;

Debt issuance requiring intensive marketing efforts to establish investor acceptance (e.g., lease purchase certificates of participation, unemployment compensation bonds, and proprietary or innovative financial products);

Debt issuance with specialized distribution requirements (e.g., bonds sold only to institutional investors); and

Debt issuance utilizing variable rate debt securities.

Historically, debt issuances have been comprised of multiple series of bonds generally ranging between $5 million and $300 million and issued as one of the following types of securities: (1) General Obligation; (2) General Obligation with the additional pledge of a specific revenue source; (3) Revenue; or (4) Certificates of Participation secured by the commitment of the State to pay debt service, subject to annual appropriation by the State of Nevada Legislature.

2. General Proposal Conditions

Selection of an Underwriter based on this solicitation and proposal submitted does not create a binding contract on the State. This solicitation does not commit the State to award a contract or procure a contract for services of any kind whatsoever. The Underwriter shall serve at the pleasure of the Office.

Nothing herein precludes the State from issuing any or all of its future debt issuances on a competitive basis without the participation from the firms selected for the Pools.

The Office reserves the right to determine the number of firms selected for each transaction and to select Senior Managing Underwriters for each transaction based upon the experience and expertise of the service providers, the nature and purpose of the issue, the type and structure of securities issuance, and the merits of the financing ideas proposed and services provided to the Office.

The Office reserves the right, at its sole discretion, to change firms on a particular transaction at any time, add additional firms to the Pools, appoint firms from the Co-Managing Pool to serve as a Senior Managing Underwriter or to award transactions outside of the qualified pool of firms should a firm propose a unique or cost-saving idea and/or demonstrate an unusual commitment to the Office.

As a condition of selection, each firm may be required to update financial information prior to each appointment to senior manage or co-manage any transaction. Firms are also required to notify the Office when a significant


change or impairment of financial position has occurred. Firms are also required to inform the Office of any changes to the personnel assigned to work with the Office as listed in Section 10.6.

The Office reserves the right to review performance of the selected Underwriters on an ongoing basis and any firm may be reassigned or eliminated at any time by the Office.

The State makes no representation or warranty of any nature that any firm selected pursuant to this solicitation will participate in any minimum or maximum number of financings, or in financings that involve any minimum or maximum dollar amounts; therefore, the State cannot guarantee any firm selected a minimum amount of work or compensation. Compensation is made ONLY upon a firm’s selection for a securities issuance and the successful completion of that securities issuance.

In the event that a firm is selected as a Senior Managing Underwriter in an issuance, the firm acknowledges that their primary role is to purchase, or arrange for the placement of securities in an arm’s-length commercial transaction evidenced by a Bond Purchase Agreement signed at the time of the pricing of the securities, wherein the State agrees to sell the securities to the underwriter and the underwriter agrees to purchase the securities from the State at an agreed upon price. Please reference Attachment F-Sample Bond Purchase Agreement.

Each respondent, by submitting a proposal, represents that: (1) it read and understands the solicitation; (2) it is qualified to perform the Scope of Services as described in Sections 6 and/ or 7 of this solicitation based upon prior relevant professional experience; (3) it has all the professional qualifications, licenses, certifications and registrations necessary to provide underwriting services; and (4) if selected, it will fully comply with all federal, state and local laws, ordinances, rules and regulations that apply to providing underwriter services.

This solicitation along with the Attachment G-State of Nevada Board of Finance and State Treasurer Debt Management Policy outlines services expected of selected underwriters. By responding to this solicitation, firms acknowledge receipt of the State of Nevada Board of Finance and State Treasurer Debt Management Policy and accordingly, accept responsibility for complying with these written policies and procedures and agree to comply with any future revisions when notified by the Office.

All material submitted in response to this solicitation will become the sole property of the Office. In preparing its proposal, each respondent should be aware that some or its entire proposal may be subject to public inspection and/or reproduction.


The Office expressly reserves the right to utilize any and all ideas submitted in the proposals received unless covered by legal patent or proprietary rights which must be clearly noted. Any restrictions on the disclosure or use of data and materials contained within a proposal must be clearly labeled in the proposal itself with the indication of enclosed proprietary information clearly noted on Attachment A-Confidentiality and Certification of Indemnification. If proprietary information is submitted, it must be clearly labeled and packaged in accordance with Section 19-Proposal Submission and Packaging Instructions of this solicitation.

The respondent must submit a proposal that clearly provides all of the information required in this solicitation. Emphasis should be made on conformance to instructions, responsiveness to requirements, and clarity of content. The respondent is advised to thoroughly read and follow all instructions contained in this solicitation. Proposals that do not comply with these instructions, do not meet the full intent of all the requirements of this solicitation, or are materially incomplete may be subject to scoring reductions during the evaluation process or may be deemed non-responsive.

The Office does not require, nor desire, any promotional material that does not specifically address the response requirements of this solicitation. No additional information should be submitted other than what is requested. Additional information will not be considered in the evaluation of proposals.

The Office shall not be obligated for or provide reimbursement for any costs incurred by the respondent in connection with this solicitation, including proposal preparation, providing additional information, or in activities related to the review of this solicitation or any interview costs.

The Office reserves the right to request clarification regarding the contents of a proposal or request additional information. Other than to provide such information as may be required by the Office, no respondent will be allowed to alter its proposal or to add new information after the Proposal Submission Deadline.

The Office reserves the right to make any and all investigations as it deems necessary to establish the competency of any respondent to perform services.

The Office reserves the right, in its sole discretion, to accept or reject any or all portions of a proposal, waive informalities and minor irregularities in proposals, to negotiate with any or all firms considered, or to cancel this solicitation in whole or in part. The determination of whether any proposal is complete or was received on time is at the sole discretion of the Office.


A respondent may withdraw a proposal any time prior to the Proposal Submission Deadline by written notification, signed by an authorized agent, to [email protected]. The proposal may thereafter be resubmitted, but not after the final Proposal Submission Deadline. Modifications offered in any other manner, oral or written, will not be considered.

Any proposal delivered after the Proposal Submission Deadline as stated in Section 4-Solicitation Timeline, will be deemed ineligible. It is the respondent’s sole responsibility to ensure all responses are delivered complete and on time. Respondents assume all risk for proposal delivery.

Execution of Attachment B-Technical Proposal Certification of Compliance with Terms and Conditions of Solicitation shall constitute an agreement to all terms and conditions specified in this solicitation, and all terms and conditions therein, except such terms and conditions that the firm expressly excludes by detailing them in the Exception Summary Form Section of Attachment B. Exceptions will be taken into consideration as part of the evaluation process.

By submitting a proposal, the respondent covenants that it will not make any claims or have any right to damages because of any misinterpretation or misunderstanding of the specifications or because of lack of information.

3. Authorized Contact Information

This solicitation includes and imposes certain restrictions on communications between the Office and respondents during the solicitation process. A respondent is restricted from making contact (i.e. oral, written or electronic communications which a reasonable person would infer as an attempt to influence the award, denial, or amendment of the proposal) from issuance of the solicitation through final selection with any Office staff or consultants.

Any contact with Office staff or consultants other than the Office’s Authorized Contact Isabel Li, Management Analyst III at [email protected] during this solicitation process may be grounds for disqualification.

4. Solicitation Timeline

The following represents the proposed timeline for this solicitation. All times stated are Pacific Time (PT). These dates represent a tentative schedule of events. The Office reserves the right to modify these dates at any time. The



Office also reserves the right to forego firm presentations and selection of firms based on the written proposals submitted.

Task Date/TimeDeadline for Submitting Questions 01/29/2018 @ 3:00 PMAnswers to Questions Posted to Website On or about 02/01/2018Deadline for Submittal of Reference Questionnaires 02/15/2018 @ 3:00 PMDeadline for Submission and Opening of Proposals 02/15/2018 @ 3:00 PM

Evaluation Period (approximate time frame) 02/15/2018-03/09/2018

Selection of Firms On or about 03/15/2018

5. Acronyms/Definitions

For the purposes of this solicitation, the following acronyms/definitions will be used:

Acronym DescriptionAssumption An idea or belief that something will happen or occur without

proof. An idea or belief taken for granted without proof of occurrence.

Confidential Information

Any information relating to the amount or source of any income, profits, losses or expenditures of a person, including data relating to cost or price submitted in support of a proposal.

Cross Reference

A reference from one document/section to another document/section containing related material.

Evaluation Committee

An independent committee comprised of State officers or employees and/or persons who are not State officers or employees and possess expert knowledge or special expertise established to evaluate and score proposals submitted in response to the solicitation.

Exception A formal objection taken to any statement/requirement identified within the solicitation and documented on Attachment B-Technical Proposal Certification of Compliance with Terms and Conditions of Solicitation.

Firm Firm submitting a proposal in response to this solicitation.Key Personnel

Firm’s staff responsible for oversight of work during the life of the project and for deliverables, as applicable, assigned to the State.


Acronym DescriptionMay Indicates something that is not mandatory but permissible.Must Indicates a mandatory requirement. Failure to meet a

mandatory requirement may result in the rejection of a proposal as non-responsive.

NRS Nevada Revised Statutes – All applicable NRS documentation may be reviewed via the internet at: www.leg.state.nv.us.

Office State of Nevada Office of the Treasurer.Pools Senior Managing Pool and/or Co-Managing Pool.Proprietary Information

Any trade secret or confidential business information that is contained in a proposal submitted in conjunction with this solicitation.

Public Records

All books and public records of a governmental entity, the contents of which are not otherwise declared by law to be confidential must be open to inspection by any person and may be fully copied or an abstract or memorandum may be prepared from those public books and public records. (Refer to NRS 333.333 and NRS 600A.030 [5]).

Redacted The process of removing confidential or proprietary information from a document prior to release of information to others.

Shall Indicates a mandatory requirement. Failure to meet a mandatory requirement may result in the rejection of a proposal as non-responsive.

Should Indicates something that is recommended but not mandatory. If the firm fails to provide recommended information, the State may, at its sole option, ask the firm to provide the information or evaluate the proposal without the information.

State The State of Nevada and any agency identified herein.Trade Secret Information, including, without limitation, a formula, pattern,

compilation, program, device, method, technique, product, system, process, design, prototype, procedure, computer programming instruction or code that: derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by the public or any other person who can obtain commercial or economic value from its disclosure or use; and is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.

Underwriter(s)

Senior Managing and/or Co-Managing Underwriter(s).

Will Indicates a mandatory requirement. Failure to meet a mandatory requirement may result in the rejection of a proposal as non-responsive.


http://www.leg.state.nv.us/

6. Scope of Services-Senior Managing Underwriters

Qualified firms shall provide a principal representative who will perform the following services:

Identify financing opportunities available to the Office and assist the Office and its financial advisor in developing the optimal plan of finance for the funding and refunding of the State’s debt and creating financial models as needed to support this effort;

Assess market conditions and investor demand and their impact on the economics and/or optimal timing of any financing;

Assist in the identification of any financing risks and other issues that need to be brought to the Office’s attention;

Assist in the development of a marketing plan with respect to the structure, timing and marketing of the securities issuance;

Assist in the drafting and review of relevant documents such as official statements, resolutions, etc.;

Assist in meeting with and developing credit structures and long-term

strategies for presentations to the rating agencies, credit enhancers and investors;

Assist in developing and managing an investor relations program; identify the market and potential investors that are most likely to purchase any and all securities offered at rates most favorable to the Office;

Manage the underwriting process;

Conduct securities sale conference calls and investor roadshows and coordinate information with the syndicate group;

Prepare pricing memos discussing marketing conditions (including comparables) and preliminary pricing scales, syndicate rules, syndicate price views and marketing compensation;

Market and distribute the securities;

Commit substantial capital as required in underwriting the State’s securities;


Provide post-closing analysis of securities issuance including pricing, orders, allotments, designations through the preparation and delivering of a pricing book subsequent to the negotiated sale to the Office;

Provide primary and secondary market support for the securities;

Assist in the closing of any securities issuance.

Undertake certain market-related analysis of various financial products as may be requested by the Office;

Coordinate information meeting with institutional investors, credit analysts, financial advisors, and other public presentations as requested by the Office;

Participate in discussions with the Office and its advisors upon the occurrence of unexpected events regarding the effect on the Office’s securities, and assist the Office in developing strategies and tactical response;

Provide such other underwriting and investment banking services as requested from time to time by the Office and its advisors; and

Meet with the Office periodically to discuss market conditions, State refunding opportunities, proposed national legislation or proposed rules and regulations from agencies such as the SEC, MSRB, and IRS pertinent to securities issuances, and updates on new financing ideas and vehicles which are being discussed or utilized nationwide.

7. Scope of Services-Co-Managing Underwriters

Qualified firms shall provide a principal representative who will perform the following services:

Assist in marketing and distribution of securities;

Commit capital as required in underwriting the State’s securities;

Provide support for the securities in the secondary market; and

Provide such other underwriting and investment banking services as requested from time to time by the Office.

8. Qualifying Criteria


In order to be considered as an Underwriter for the State, prospective firms must demonstrate their ability to meet each of the following criteria throughout the term of their participation in the Pools:


8.1 In its proposal, through answers to the items listed in Section 12-Substantive Scored Questions, each Underwriter must demonstrate experience with governmental issuers on the financial and marketing aspects involved with the issuance of tax-exempt and taxable securities.

8.2 Firms seeking selection as Senior Managers shall have been Senior Managers of negotiated sales for public agencies with a total par of at least $1 billion for each of the last five (5) years.

8.3 Firm and key personnel as applicable must hold all licenses required by the FINRA, MSRB, SEC or any other regulatory agency necessary to perform services required by the State.

8.4 The firm and each of the key personnel assigned to the Office shall be duly qualified and licensed to provide underwriting services in Nevada and in any other jurisdiction required for providing service to the State.

8.5 Neither the firm nor its key personnel shall be under suspension or investigation by any regulatory authority in any jurisdiction, including the IRS, the SEC or any State or federal taxing or securities regulating authority.

8.6 The firm, including, without limitation, any member of the firm’s team, shall not be involved in litigation against the State nor have other engagements which, as determined by the Office in its sole discretion, would be in conflict with the interests of the State.

8.7 The firm shall have demonstrated its financial stability and financial ability to undertake the services to the satisfaction of the Office.

9. Certification

By inclusion and execution of the statement provided in Attachment C-Firm Certifications, each respondent certifies that:

9.1 The firm complies with Section 8-Qualifying Criteria subsections 8.2 through and inclusive of 8.6 of this solicitation.

9.2 The firm has met the qualifications required to be listed in The Bond Buyer’s Municipal Marketplace.


9.3 The selection of the firm will not result in any current or potential, real or perceived conflict of interest. Alternately, should any potential or existing conflict be known by the firm, the proposal shall specify the party with whom the conflict exists or might arise, the nature of the conflict and whether the firm would step aside or resign from that engagement or representation creating the conflict.


9.4 The proposal is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the same services, and is in all respects fair and without collusion or fraud.

9.5 The firm (and the agents, officers, principals and professional employees thereof) has not and will not participate in any prohibited business solicitation communication.*

*“Prohibited business solicitation communication” means a written or verbal communication which occurs during a selection period between an Office employee and any person or entity submitting a proposal for underwriter services…or between a State employee and a person who is not a State employee regarding the merits of any underwriter services… or whether the evaluating committee should elect or retain the underwriter services… “with certain exceptions”. The “selection period” for this solicitation begins January 19, 2018 and will continue until the Office selects its Pool of firms.

9.6 The firm is in compliance with all MSRB rules.

9.7 For the term of this agreement, the firm and its affiliates (i) shall not be a prohibited person; and (ii) shall be in full compliance with all applicable orders, rules, regulations and recommendations promulgated under or in connection with Anti-Money laundering laws and with the Patriot Act to the same extent required by covered financial institutions which are defined in 31 CFR 103.193(a)(3).

9.8 The person authorized to sign this proposal for the firm is in compliance with all requirements of this solicitation and certifies all the information provided in this proposal is true and correct.

10. Firm Background

10.1 Firm Information

Firms responding for senior managing positions will be assumed also to be proposing for the co-manager positions.

Select the pool member designation your firm is proposing:


[ ] Senior Managing Underwriter

[ ] Co-Managing Underwriter


10.2 Firms must provide a firm profile in the table format below.

Question ResponseFirm name:Ownership (sole proprietor, partnership, etc.):State of incorporation:Date of incorporation:# of years in business:Location of firm headquarters:Location(s) of the office that will provide the services described in this solicitation:Number of employees locally with the expertise to support the requirements identified in this solicitation:Number of employees nationally with the expertise to support the requirements in this solicitation:

10.3 Provide a brief description of your firm and its ownership structure. Discuss your firm’s public finance and municipal sales, trading and underwriting departments, your firm’s commitments to these areas and why the firm is qualified to provide the services described in this solicitation.

10.4 Provide a brief description of the length of time firm has been providing underwriting services to the public sector.

10.5 State the staffing and sales levels of the firm’s public finance department as of December 31st for the years 2012 through present. Explain any change of ten percent (10%) or more in firm’s public finance underwriting, trading, and sales divisions from one year to the next.

10.6 Relevant background/history and experience of the firm and the resumes of the key staff who will be assigned to the State, and the identification and experience of the individual(s) in charge of day-to-day management of the securities issuance, including both the investment banker(s) and the underwriter(s). Include their experience working with taxable and tax-exempt state issuers and specifically Nevada issuers at the State or municipal level. Include these resumes separately as Attachment I-Key Staff Resumes.


10.7 Has the firm ever been engaged under contract by any State of Nevada agency?

Yes No


If “Yes,” complete the following table for each State agency for whom the work was performed. Table can be duplicated for each contract being identified.

Question ResponseName of State agency:State agency contact name:Dates when services were performed:Type of duties performed:

10.8 Are you or any of your employees now or have been within the last two (2) years an employee of the State of Nevada, or any of its agencies, departments, or divisions?

Yes No

If “Yes”, please explain when the employee is planning to render services, while on annual leave, compensatory time, or on their own time?

10.9 If you employ (a) any person who is a current employee of an agency of the State of Nevada, or (b) any person who has been an employee of an agency of the State of Nevada within the past two (2) years, and if such person will be performing or producing the services which you may be contracted to provide under this solicitation, you must disclose the identity of each such person in your response, and specify the services that each person will be expected to perform.

10.10 Describe any material relationships that your firm or any firm employee has with any party or firm that may create a conflict of interest, or the appearance of a conflict of interest, if your firm is selected.

10.11 Disclosure of any significant prior or ongoing contract failures, contract breaches, civil or criminal litigation in which the firm has been alleged to be liable or held liable in a matter involving a contract with the State of Nevada or any other governmental entity. Any pending claim or litigation occurring within the past six (6) years which may adversely affect the firm’s ability to perform or fulfill its obligations if a contract is awarded as a result of this solicitation must also be disclosed.

Does any of the above apply to your firm?


Yes No


If “Yes”, please provide the following information. Table can be duplicated for each issue being identified.

Question ResponseDate of alleged contract failure or breach:Parties involved:Description of the contract failure, contract breach, or litigation, including the services involved:Amount in controversy:Resolution or current status of the dispute:If the matter has resulted in a court case:

Court Case Number

Status of the litigation:

10.12 Disclosure of any alleged significant prior or ongoing contract failures, contract breaches, settlements, civil or criminal litigation, re-investments or pending investigations which involves the firm’s municipal underwriting practice or in which the firm has been judged guilty or liable as well as any pending investigation of the firm or enforcement or disciplinary actions taken within the past three years by the SEC or other federal or state regulatory body regarding the conduct of your firm or its management since January 2013, including its status or disposition, and (b) any litigation since January 2013 against your firm or individuals associated with the firm relating to its management or its investment banking or public finance activities. Include in your response any actions involving affiliates or subsidiaries.

10.13 Did your firm file Municipalities Continuing Disclosure Cooperation Initiative (the “MCDC Initiative”) submissions with the SEC? Could any of these directly or indirectly affect your role as senior manager or co-manager?

10.14 State whether there are any pending investigations or completed investigations within the past five years by the SEC or any other regulatory body regarding the conduct of your firm or the firm’s management.


10.15 Firms must review the insurance requirements specified in Attachment D-Insurance Schedule for Solicitation. Does your firm currently have or will your firm be able to provide the insurance requirements as specified in Attachment D.

Yes No

Any exceptions and/or assumptions to the insurance requirements must be identified on Attachment B-Technical Proposal Certification of Compliance with Terms and Conditions of Solicitation. Exceptions and/or assumptions will be taken into consideration as part of the evaluation process; however, firms must be specific. If firms do not specify any exceptions and/or assumptions at time of proposal submission, the State will not consider any additional exceptions and/or assumptions.

10.16 Firm’s financial information and documentation to be included in Part III, of firm’s response in accordance with Section 19.2.6-Proposal Submission and Packaging Instructions-Part III Confidential Information.

10.16.1 Federal Tax Identification Number

10.16.2 The last two (2) years and current year interim (if applicable):

A. Profit and Loss StatementB. Balance Statement

10.16.3 Is your firm a privately held firm?

Yes

No

If “Yes”, please provide the following information:A. The three most recent years’ audited financial

statements including:1. Total Capital2. Equity Capital3. Net Capital4. Excess net capital available to support

municipal underwritingB. Breakdown of the capitalization structureC. Explanation of the method used to compute net

capital


Do not include access to capital in the form of lines of credit or other borrowing capabilities in describing assets of the firm.

10.17 Breakdown of the ownership structure including details of any ownership with an interest exceeding five percent (5%) as of the date of the firm’s response to this solicitation.


10.18 State if the firm has filed for U.S. Bankruptcy Court Protection during the past ten years and if so, describe the circumstances and disposition of the case.

11. Firm References

Firms should provide a minimum of three (3) references from similar underwritings performed for state and/or large local government clients within the last three years. It is in the best interest of the firm to submit references from clients whom key staff assigned to the Office serviced. The Office reserves the right to contact and verify any and all references listed regarding the quality and degree of satisfaction for such performance.

11.1 Firms must submit Attachment E-Reference Questionnaire to each state/municipality the firm identifies in this Section 11.4.

11.2 The state/municipality identified as a reference in this Section 11.4 must submit the Attachment E-Reference Questionnaire directly to the Office.

11.3 It is the firm’s responsibility to ensure that completed Reference Questionnaires are received by the Office on or before the deadline as specified in Section 4-Solicitation Timeline for inclusion in the evaluation process. Reference Questionnaires not received, or not complete, may adversely affect the firm’s score in the evaluation process.


11.4 Identification of Firm’s References. Provide the following information for each client reference:

Reference Number 1Firm’s Underwriting Client’s Contact Information

Underwriting Client’s Name:Debt Manager’s Name:Debt Manager’s Phone Number:Debt Manager’s Email Address:

Securities Issuance InformationIssuance Name:Issuance Date:Issuance Description:Description of Economic/Market Environment at time of issuance:Staff assigned to issuance:



Securities Issuance InformationIssuance Name:Issuance Date:Issuance Description:Description of Economic/Market Environment at time of issuance:Staff assigned to issuance:



Securities Issuance InformationIssuance Name:Issuance Date:


Issuance Description:Description of Economic/Market Environment at time of issuance:Staff assigned to issuance:


12. Substantive Scored Questions

No more than 15 pages should be used in answering the questions in this section in a font not less than 12 points. Additional pages will not be evaluated.

12.1 Provide a summary of your firm’s experience including your ranking based on number of issues during 2015, 2016, and 2017 as a senior managing (full credit to the senior manager) or co-managing underwriter (depending upon the position your firm is applying for) as reported by SDC.

12.2 Using the table format below, indicate the total par and number of competitive long-term municipal bond sales, including private placement transactions, for the years 2015 through and inclusive of 2017 of which your firm was the winning bidder.

Competitive Long-Term Sales – Winning BidderU.S. Nevada

Year # of Issues

Par # of Issues

Par

201520162017

TOTAL

12.3 Using the table format below, indicate the total par and number of competitive long-term municipal bond sales in Nevada for the years 2015 through and inclusive of 2017 of which your firm bid.

Competitive Long-Term Sales – Nevada

Year# of

Issues Bid

Par# of

Winning Bids

Par

201520162017

TOTAL


12.4 Using the table format below and based on credit assigned by SDC, indicate the total par and number of negotiated long-term municipal bond sales for the years 2015 through and inclusive of 2017 of which your firm was the Senior Manager.

Negotiated Long-Term Sales – Senior ManagerU.S. Nevada

Year # of Issues

Par # of Issues

Par

201520162017

TOTAL

12.5 Using the table format below and based on credit assigned by SDC, indicate the total par and number of negotiated long-term municipal bond sales for the years 2015 through and inclusive of 2017 of which your firm was a Co-Manager.

Negotiated Long-Term Sales – Co-ManagerU.S. Nevada

Year # of Issues

Par # of Issues

Par

201520162017

TOTAL

12.6 Document in table format, the firm’s institutional and retail distribution network nationally. Include the number of offices, sales professionals, accounts, and value of assets under management.

12.7 Document in table format, the firm’s institutional and retail distribution network in the State of Nevada. Include the number of offices, sales professionals, accounts, and value of assets under management.

12.8 Describe the analytic capability of the firm and assigned investment banker(s) such as the access to sources of current market information to provide bond pricing data before, during, and after the sale.


12.9 If your firm is appointed senior manager, explain a fair allocation method of bonds to the co-manager(s) or selling group. What is the appropriate number/make-up of syndicate/account members?


12.10 Describe your suggested marketing approach for the selling of securities in order to help the State broaden their investor base and achieve the lowest possible interest rate. Your discussion should include, but not necessarily be limited to, a description of the investor base you feel the State should be targeting, and your firm’s ability to distribute securities to institutional investors, Tier 2 and Tier 3 investors, professional retail investors, and retail investors both within and outside of Nevada.

12.11 Discuss your recommendations for investor outreach related to State financings.

12.12 Comment on the factors affecting the current market demand for State bonds. Describe your firm’s strategy to market the State’s bonds as well as your firm’s sale and distribution capabilities.

12.13 Discuss your firm’s financial condition, including current credit ratings (and any significant ratings actions in the last three years). Describe your firm’s total and excess net capital position as of the close of your firm’s most recent quarter and how the amount of uncommitted excess net capital is allocated to public finance.

12.14 Describe your firm’s ability and willingness to commit capital to underwrite issues of significant size or an entire offering of the State, if necessary. Under SEC regulation 17 CFR 240.15c3-1 guidelines, how much can your firm underwrite as sole underwriter. Describe your firm’s maximum underwriting commitment for any single issue in each of the last three (3) years.

12.15 Has your firm walked away from a deal it was underwriting for a client in the last three years? Describe the circumstances? What was the result of your firm’s decision to walk away from the client?

12.16 Discuss your firm’s contributions in assisting the Office during the past three (3) years including underwriting and sale of State securities, secondary market support of State debt, and any other proposal, ideas, analyses or work you have provided to the Office. If your firm has previously participated as a member of the State’s syndicates, please discuss specific contributions to the transactions.

12.17 Describe the differentiating contributions that your firm will make to the distribution of State debt in both the primary and secondary markets ( as a senior managing or co-managing underwriter, depending on the position your firm seeks). Describe your firm’s average daily inventory of municipal bonds (tax-exempt fixed rate


only) by year during the last three years. State your firm’s trading volume in State securities broken down between retail and institutional for each of the last three (3) years.


12.18 Describe your firm’s understanding of the State’s financial situation, including ideas on how the State should approach financing issues such as securities structures, credit rating strategies, and investor marketing strategies.

12.19 Describe your firm’s municipal finance presence in Nevada at both the State and municipal levels.

12.20 Describe the firm’s experience in specialized areas of securities issuance including, but not limited to, securitizations; lease purchase; unemployment insurance bonds; and/or public-private partnerships.

12.21 Describe your firm’s strategy for replacing advance refundings. What do you perceive new bonding strategies to look like?

12.22 Does the firm have any arrangement with any individual or entity with respect to finder’s fees or the sharing of any compensation fees or profit received from or in relation to, acting as underwriter for the State or whose compensation is based in whole or in part on compensation for acting as underwriter for the State? If so, provide a copy of any contract relating to the arrangement and describe in detail the nature of the arrangement and the method of computing compensation.

12.23 Has the firm retained any person for the purpose of seeking to be selected as underwriter pursuant to this solicitation? If so, identify the individual or firm, provide specific information relating to compensation paid or to be paid in connection with such services, and provide a copy of any written contract relating to such arrangement.

13. Senior Managing Underwriter Cost Information

Cost information must not be included with the firm's Technical Proposal, please refer to Section 19.2.5 Proposal Submission and Packaging Instructions-Part II-Cost Proposal.

It is understood that the cost section of this solicitation and Attachment H-Senior Managing Underwriter Cost Worksheet are being utilized as a basis for proposal comparison and actual underwriting fees will be negotiated at the time of an issuance. The State shall not be obligated to accept the lowest priced proposal, but will make an award in the best interest of the State after all factors have been evaluated. Compensation is made only upon the successful closing of a securities issuance.


13.1 Provide a detailed summary of your proposed underwriting fees and expenses and any assumptions used in deriving this fee structure. For purposes of determining the fees assume a $100 million general obligation bond issue with 20 years of level annual debt service. Management fees, if any, may be quoted as a flat fee rather than per bond. The State will use its own Disclosure Counsel to prepare the Official Statement and pay the fees of its financial advisor, bond counsel, and disclosure counsel out of proceeds.


13.2 Utilizing Attachment H-Senior Managing Underwriter Cost Worksheet, specify the underwriter’s gross spread for fixed rate issues applicable to the State; specifying the average (normal market spreads) and maximum (adverse market spreads) cost components including takedown, management fee (management fee at the discretion of the State if it feels such a fee is warranted), underwriter’s fee and underwriter’s expenses, as well as the total gross spread, as a factor per $1,000 of bonds. There will be no consideration of an underwriting risk component of the underwriting spread until after an order period closes. Include underwriter’s counsel fee as part of expenses. Gross spread should reflect total compensation to be charged to the State. No additional charges will be permitted.

14. Questions and Answers

In lieu of a pre-proposal conference, the Office will accept questions and/or requests for clarifications in writing and received by email. Questions will not be accepted orally and any question received after the deadline will not be answered. The deadline for submitting questions and/or clarifications is as specified in Section 4-Solicitation Timeline.

14.1 Questions and/or requests for clarification regarding the solicitation must be submitted via email to [email protected].

14.2 The “Subject” line of the email should indicate “2018 Underwriter Services Solicitation-Questions”. Questions must reference the solicitation page and section number the question applies to. The email body or signature block must contain the name of the firm submitting the question and the firm’s contact person’s name, phone number and email address.

14.3 Responses to questions and/or requests for clarifications emailed by the submission deadline will be addressed in writing and responses posted on the Office’s website: http://www.nevadatreasurer.gov/RFP/RFP/ on or about the date specified in Section 4-Solicitation Timeline.

15. Amendments and Addenda

At its sole discretion, the Office reserves the right to modify any part of this solicitation or terminate the solicitation prior to the Proposal Submission Deadline. Modifications to this solicitation will be made by issuance of


http://www.nevadatreasurer.gov/RFP/RFP/


amendments and/or addenda. Any amendment or addendum to this solicitation will become part of the solicitation.

If a respondent discovers any ambiguity, conflict, discrepancy, omission, or other error in this solicitation, the respondent will immediately notify the Office of such error in writing and request clarification or modification of the document.


If a respondent fails to notify the Office of a known error or an error that reasonably should have been known prior to the Proposal Submission Deadline, the respondent shall assume the risk.

Prior to the Proposal Submission Deadline, any such clarifications or modifications as deemed necessary will be posted to the Office’s website at http://www.nevadatreasurer.gov/RFP/RFP/. No other communication will be made.

There are no designated dates for release of addenda. Interested respondents are encouraged to check the Office’s website frequently through the Proposal Submission Deadline for notices of any clarifications, changes, additions, or deletions to the solicitation. It is the sole responsibility of the respondent to be knowledgeable of all addenda related to the solicitation.

16. Evaluation of Proposals and Selection of Underwriters

16.1 The selection process will begin with the review and evaluation of each written proposal received by the submission deadline as found in Section 4-Solicitation Timeline. The purpose of the evaluation is two-fold: (1) to examine the responses for compliance with the requirements of the solicitation; and (2) to identify the complying firms that have the highest probability of satisfactorily performing the Scope of Services described in Section 6-Scope of Services-Senior Managing Underwriters and Section 7-Scope of Services-Co-Managing Underwriters of this solicitation.

16.2 The Office reserves the right to reject all proposals received after the solicitation Proposal Submission Deadline as set forth in Section 4-Solicitation Timeline.

16.3 Proposals will undergo an evaluation process conducted by the Evaluation Committee. Given ongoing changes in firms active in the municipal sector, the committee will evaluate proposals based on the qualifications of both the firm and its current personnel/key staff assigned to the Office, which may include an individual’s experience at other firms during the relevant time period. The proposals will be evaluated based upon, but not limited to, the following criteria:

Demonstrated record of the firm’s experience serving as an Underwriter to states and large municipalities, including the firm’s experience in underwriting municipal securities in both the long-term and short-term markets;



The qualifications, experience, and availability of the lead person and any other key staff assigned to the Office;


Demonstrated understanding of the State’s operations, objectives, capital program, credit and debt structure, both from a historical and forward-looking perspective and ability to add value to the Office’s financing team;

Demonstrated marketing and distribution capabilities for State securities;

Firm’s financial strength (including credit ratings), capital position, ability and willingness to underwrite securities;

Alleged significant prior or ongoing contract failures, contract breaches, any civil or criminal litigation or pending investigations, as indicated;

Potential conflicts of interest or appearance of impropriety;

Exceptions to this solicitation as stated on Attachment B-Technical Proposal Certification of Compliance with Terms and Conditions of Solicitation.

Commitment to the State and/ or its municipalities;

Reasonableness of cost as determined by submission of Attachment H-Senior Managing Underwriter Cost Worksheet;

Overall completeness, clarity, and quality of proposal, as well as creativity of ideas and responsiveness to this solicitation; and

Interview(s) at the discretion of the Office.

16.4 The solicitation will initially be reviewed to determine responsiveness. Any proposal that is not in the proper format, does not address all requested requirements, or is incomplete, will be rejected.

16.5 The Evaluation Committee will evaluate all responsive and responsible proposals based on the criteria listed above in Section 16.1, and may afford firms the opportunity to clarify the contents of their proposal for the purpose of assuring a full understanding of their response.

16.6 The Evaluation Committee may contact the references provided in Section 11.4-Firm References or any firm to clarify any response;


contact any current users of a firm’s services; solicit information from any available source concerning any aspect of a proposal; and seek and review any other information deemed pertinent to the evaluation process.


16.7 Each firm must include in its proposal a complete disclosure of any alleged significant prior or ongoing contract failures, contract breaches, any civil or criminal litigation or investigations pending which involves the firm or in which the firm has been judged guilty or liable. Failure to comply with the terms of this provision may disqualify any proposal. The State reserves the right to reject any proposal based upon the firm’s prior history with the State or with any other party, which documents, without limitation, unsatisfactory performance, adversarial or contentious demeanor, significant failure(s) to meet contract milestones or other contractual failures.

16.8 The Office may conduct interviews. If an interview is requested, the proposer selected for an interview will be notified in advance of the interview dates.

16.9 The Evaluation Committee will determine the number of firms to be selected for each of the Senior and Co-Managing Underwriter pools which will result in the highest probability of satisfactorily performing underwriting services for and in the best interest of the State.

16.10 The Evaluation Committee shall not be obligated to accept the lowest priced proposal, but shall make selections in the best interests of the State.

16.11 All respondents will be notified in writing once the Pools have been selected.

17. Debriefing of Unsuccessful Respondents

Upon written request, at the sole discretion of the Office, the Office may schedule a debriefing with an unsuccessful respondent after the Office has provided notice of its selection of one or more successful respondent(s).

Discussion will be limited to a critique of the proposal submitted by the respondent requesting the debriefing. Comparisons between proposals or evaluations of the other proposals will not be discussed. Debriefings may be conducted in person or by telephone, at the Office’s discretion.

18. Terms and Conditions

The information in this section does not need to be returned with the firm’s proposal. However, if firms have any exceptions and/or assumptions to any of the terms and conditions in this section, they must identify in detail their exceptions


and/or assumptions on Attachment B-Technical Proposal Certification of Compliance with Terms and Conditions of this Solicitation. In order for any exceptions and/or assumptions to be considered they must be documented in Attachment B. The State will not accept additional exceptions and/or assumptions if submitted after the proposal submission deadline.


18.1 The State reserves the right to alter, amend, or modify any provisions of this solicitation, or to withdraw this solicitation, at any time if it is in the best interest of the State to do so.

18.2 The State reserves the right to waive informalities and minor irregularities in proposals received.

18.3 The State reserves the right to reject any or all proposals received.

18.4 The failure to separately package and clearly mark Part III of the proposal which contains confidential information, trade secrets and/or proprietary information, shall constitute a complete waiver of any and all claims for damages caused by release of the information by the State.

18.5 The State shall not be obligated to accept the lowest priced proposal, but will make an award in the best interests of the State of Nevada after all factors have been evaluated.

18.6 Any irregularities or lack of clarity in the solicitation should be brought to the attention of the Office’s Authorized Contact Isabel Li, Management Analyst III at [email protected] as soon as possible so that corrective addenda may be furnished to prospective respondents.

18.7 Alterations, modifications or variations to a proposal may not be considered unless authorized by the solicitation or by addendum or amendment.

18.8 Proposals which appear unrealistic in the terms of technical commitments, lack of technical competence, or are indicative of failure to comprehend the complexity of this solicitation, may be rejected.

18.9 Proposals may be withdrawn by written notice received prior to the proposal opening time.

18.10 The State is not liable for any costs incurred by firms in response to this solicitation. Costs of developing the proposals or any other such expenses incurred by the firm in responding to the solicitation, are entirely the responsibility of the firm, and shall not be reimbursed in any manner by the State.

18.11 Proposals submitted per proposal submission requirements become the property of the State, selection or rejection does not affect this right; the masters of the technical proposal, confidential technical


proposal, cost proposal and confidential financial information of each response shall be retained for official files.


18.12 No attempt may be made at any time to induce any firm or person to refrain from submitting a proposal or to submit any intentionally high or noncompetitive proposal. All proposals must be made in good faith and without collusion.

18.13 The Nevada Attorney General will not render any type of legal opinion regarding this transaction.

19. Proposal Submission and Packaging Instructions

19.1 General Submission Instructions

For ease of evaluation, firms shall utilize an electronic copy of the solicitation in order to prepare their proposals. The solicitation is available in Word format on the Office’s website: http://www.nevadatreasurer.gov/RFP/RFP/. The proposal must be presented in a format that corresponds to and references sections outlined within this solicitation and must be presented in the same order. Written responses must be in bold/italics in an easily distinguishable font of not less than 12 points and placed immediately following the applicable question, statement and/or section.

Proposals are to be prepared in such a way as to provide a straightforward, concise delineation of capabilities to satisfy the requirements of this solicitation. Expensive bindings, colored displays, promotional materials, etc., are not necessary or desired. Emphasis should be concentrated on conformance to the solicitation instructions, responsiveness to the solicitation requirements, and on completeness and clarity of content.

Respondents should not refer to other parts of the proposal, to information that may be publicly available elsewhere, or to the respondent’s or other websites in lieu of answering a specific question. If complete responses cannot be provided without referencing supporting documentation, such documentation must be provided with the proposal and specific references made to the tab, page, section and/or paragraph where the supplemental information can be found.

Proposals must be completed and prepared in a format consistent with the instructions provided in this solicitation. In all instances, the Office’s determination regarding a proposal will be final. Proposals not organized in the manner prescribed in this solicitation may be considered non-responsive at the Office’s sole discretion.

If a firm changes any solicitation language, firm’s response may be deemed non-responsive and subject to immediate disqualification.



19.2 Submission Instructions

Firm’s proposal must be packaged and submitted in counterparts; therefore, firm must pay close attention to the submission requirements.


If complete responses cannot be provided without referencing confidential information, such confidential information must be provided in accordance with Section 19.2.6-Part III Confidential Information. Specific references made to the tab, page, section and/or paragraph where the confidential information can be located must be identified on Attachment A-Confidentiality and Certification of Indemnification and comply with the requirements stated in Section 19.3-Confidentiality of Proposals.

The required CDs must contain information as specified in Section 19.4-CD Requirements.

Firms must submit their proposals pursuant to Section 19-Proposal Submission and Packaging Instructions and as identified in the following sections. Proposals and CDs that do not comply with these requirements may be deemed non-responsive and rejected at the Office’s discretion.

19.2.1 Each section within the technical proposal and cost proposal must be separated by clearly marked tabs with the appropriate section number and title as specified.

19.2.2 Although it is a public opening, only the names of the firms submitting proposals may be announced. Technical and cost details about proposals submitted will not be disclosed.

19.2.3 If discrepancies are found between two (2) or more copies of the proposal, the master copy will provide the basis for resolving such discrepancies. If one (1) copy of the proposal is not clearly marked “MASTER,” the Office may reject the proposal. However, the Office may at its sole option, select one (1) copy to be used as the master.

19.2.4 PART I – TECHNICAL PROPOSAL

19.2.4.1 The technical proposal must include:

A. One (1) original marked “MASTER”; and

B. Four (4) identical copies.

19.2.4.2 The Technical Proposal must not include confidential information (refer to Section 19.2.6-Part III, Confidential Information) or cost and/or pricing information. Cost and/or pricing information contained in the technical proposal may cause the proposal to be rejected.


19.2.4.3 Format and Content

19.2.4.3.1 Tab I – Title Page

The title page must include the following:

Part I – Technical ProposalSolicitation Title: 2018 Underwriter ServicesFirm Name:Firm Address:Proposal Opening Date:

February 15, 2018

Proposal Opening Time:

3:00 PM

19.2.4.3.2 Tab II – Table of Contents

An accurate and updated table of contents must be provided.

19.2.4.3.3 Tab III – Firm Information Coversheet

The Firm Information Coversheet completed with an original signature by an individual authorized to bind the firm must be included in this tab.

19.2.4.3.4 Tab IV – State Documents

The State documents tab must include the following:

A. The signature page from all amendments with an original signature by an individual authorized to bind the firm.

B. Attachment A-Confidentiality and Certification of Indemnification with an original signature by an individual authorized to bind the firm.

C. Attachment C-Firm Certifications with an original signature by an individual authorized to bind the firm.

19.2.4.3.5 Tab V – Attachment B-Technical Proposal Certification of Compliance


with Terms and Conditions of Solicitation

A. Attachment B with an original signature by an individual authorized to bind the firm must be included in this tab.

B. Only technical exceptions and/or assumptions should be identified on Attachment B .


C. The State will not accept additional exceptions and/or assumptions if submitted after the proposal submission deadline. If firms do not specify any exceptions and/or assumptions in detail at time of proposal submission, the Office will not consider any additional exceptions and/or assumptions during negotiations.

19.2.4.3.6 Tab VI – Section 10-Firm Background

Firms must place their written response(s) in bold/italics in an easily distinguishable font of not less than 12 points and placed immediately following the applicable solicitation question, statement and/or section.

19.2.4.3.7 Tab VII – Section 11-Firm References


19.2.4.3.8 Tab VIII – Attachment I-Key Staff Resumes

Firms must include all proposed staff resumes per Section 10.6-Firm Background in this section.

19.2.4.4 Tax IX – Other Informational Material

Firms must include any other applicable reference material in this section clearly cross referenced with the proposal.

19.2.5 PART II – COST PROPOSAL

19.2.5.1 The cost proposal must include:




19.2.5.2 The Cost Proposal must not be marked “confidential”. Only information that is deemed proprietary may be marked as “confidential”.






February 15, 2018


3:00 PM

19.2.5.3.2 Tab II – Senior Managing Underwriter Cost Proposal


19.2.5.3.3 Tab III –Attachment H-Senior Managing Underwriter Cost Worksheet.

Firms must include Attachment H-Senior Managing Underwriter Cost Worksheet.

19.2.6 PART III – CONFIDENTIAL INFORMATION

19.2.6.1 The confidential information proposal must include:








February 15, 2018


3:00 PM

19.2.6.2.2 Tab II - Confidential Technical Information

A. Firms only need to submit information in Tab II if the proposal includes any confidential technical information (Refer to Attachment A-Confidentiality and Certification of Indemnification).

B. Firms must cross reference back to the technical proposal sections, as applicable.

19.2.6.2.3 Tab III–Confidential Financial Information

Firms must place the financial information requested in Section 10.16-Firm Background in this tab.

19.3 Confidentiality of Proposals

19.3.1 As a potential contractor of a public entity, firms are advised that full disclosure is required by law.

19.3.2 Firms are required to submit written documentation in accordance with Attachment A-Confidentiality and Certification of Indemnification demonstrating the material within the proposal marked “confidential” conforms to NRS §333.333, which states “Only specific parts of the proposal may be labeled a “trade secret” as defined in NRS §600A.030(5)”. Not conforming to these requirements will cause your proposal to be deemed non-compliant and will not be accepted by the State of Nevada.

19.3.3 Firms acknowledge that material not marked as “confidential” will become public record.

19.4 CD Requirements


19.4.1 The required Master CD must contain the following:

A. One (1) “Master” CD with an exact duplicate of the technical and cost proposal contents only.

B. The electronic files must follow the format and content section for the technical and cost proposal.

C. All electronic files must be saved in “PDF” format.


D. The CD must be packaged in a case and clearly labeled as follows:

Master CDSolicitation Name:

2018 Underwriter Services

Firm Name:Contents: Part I – Technical Proposal

Part II – Cost ProposalPart III – Confidential Technical

19.4.2 The required Public Records CD must contain the following:

A. One (1) “Public Records CD” which must include the technical and cost proposal contents to be used for public records requests.

B. This CD must not contain any confidential or proprietary information.

C. The electronic files must follow the format and content section for the redacted versions of the technical and cost proposal.

D. All electronic files must be saved in “PDF” format.

E. The CD must be packaged in a case and clearly labeled as follows:

Public Records CDSolicitation Name:

2018 Underwriter Services

Firm Name:Contents: Part I – Technical Proposal for Public

Records RequestPart II – Cost Proposal for Public Records Request

19.4.2.1 It is the firm’s responsibility to act in protection of the labeled information and agree to defend and indemnify the State of Nevada for honoring such designation.

19.4.2.2 Failure to label any information that is released by the State shall constitute a complete waiver of any


and all claims for damages caused by release of said information.


19.5 Proposal Packaging

19.5.1 The technical proposal shall be submitted to the State in a sealed package and be clearly marked as follows:

State of Nevada Treasurer’s OfficeC/O Isabel Li101 North Carson Street, Suite #4Carson City Nevada, 89701

Solicitation Name: 2018 Underwriter ServicesTechnical Proposal

Proposal Opening Date: February 15, 2018Proposal Opening Time: 3:00 PMFirm’s Name:

19.5.2 The cost proposal shall be submitted to the State in a sealed package and be clearly marked as follows:


Solicitation Name: 2018 Underwriter ServicesCost Proposal


19.5.3 Confidential information shall be submitted to the State in a sealed package and be clearly marked as follows:


Solicitation Name: 2018 Underwriter ServicesConfidential Information



19.5.4 The CDs shall be submitted to the State in a sealed package and be clearly marked as follow:


Solicitation Name: 2018 Underwriter ServicesCDs


19.5.5 Enclose the separately sealed Technical Proposal, Cost Proposal, Confidential Proposal, and the Master and Public Records CDs in another container for mailing purposes, the outermost container must fully describe the contents of the package and be clearly marked as follows:


Solicitation Name: 2018 Underwriter ServicesProposal Opening Date: February 15, 2018Proposal Opening Time: 3:00 PMFirm’s Name:

19.5.6 Proposals must be received no later than the date and time specified in Section 4-Solicitation Timeline. Proposals that do not arrive by proposal opening time and date will not be accepted. Firm may submit their proposal any time prior to the above stated deadline.

19.5.7 The State will not be held responsible for proposal packages mishandled as a result of the package not being properly prepared.

19.5.8 Email, facsimile, or telephone proposals will NOT be considered.


20. Submission Checklist

This checklist is provided for firm’s convenience only and identifies documents that must be submitted with each package in order to be considered responsive. Any proposals received without these requisite documents may be deemed non-responsive and not considered for contract award.

Part I – Technical Proposal Submission Requirements Completed

Required number of Technical Proposals per submission requirementsTab I Title PageTab II Table of ContentsTab III Firm Information CoversheetTab IV State Documents

Tab V Attachment B – Technical Proposal Certification of Compliance with Terms and Conditions of Solicitation

Tab VI Section 10 – Firm BackgroundTab VII Section 11 – Firm ReferencesTab VIII Attachment I – Key Staff ResumesTab IX Other Informational Material

Part II – Cost Proposal Submission RequirementsRequired number of Cost Proposals per submission requirementsTab I Title PageTab II Cost ProposalTab III Attachment H –Senior Managing Underwriter Cost Worksheet

Part III – Confidential Information Submission RequirementsRequired number of Confidential Financial Proposals per submission requirementsTab I Title PageTab II Confidential Technical InformationTab III Confidential Financial Information

CDs RequiredOne (1) Master CD with the technical and cost proposal contents only

One (1) Public Records CD with the technical and cost proposal public record contents only

Reference Questionnaire RemindersSend out Attachment E-Reference Questionnaire Forms for Firm (with Part A completed)


Attachment A-Confidentiality and Certification of Indemnification

Submitted proposals, which are marked “confidential” in their entirety, or those in which a significant portion of the submitted proposal is marked “confidential” will not be accepted by the State of Nevada. Pursuant to NRS 333.333, only specific parts of the proposal may be labeled a “trade secret” as defined in NRS 600A.030(5). All proposals are confidential until pool selection is made; at which time, both successful and unsuccessful firm’s technical and cost proposals become public information.

In accordance with the Submittal Instructions of this solicitation, firms are requested to submit confidential information separately marked “Part III - Confidential Information”.

The State will not be responsible for any information contained within the proposal. Should firms not comply with the labeling and packing requirements, proposals will be released as submitted.

By signing below, I understand it is my responsibility as the firm’s representative to act in protection of the labeled information and agree to defend and indemnify the State of Nevada for honoring such designation. I duly realize failure to so act will constitute a complete waiver and all submitted information will become public information; additionally, failure to label any information that is released by the State shall constitute a complete waiver of any and all claims for damages caused by the release of the information.

This proposal contains Confidential Information, Trade Secrets and/or Proprietary information as defined in Section 5-ACRONYMS/DEFINITIONS.

Please initial the appropriate response in the boxes below and provide the justification for confidential status.

Part III – Confidential Technical InformationYES NO

Justification for Confidential Status

A Public Records CD has been included for the Technical ProposalYES NO

Part III – Confidential Financial InformationYES NO

Justification for Confidential Status

Firm Name

Signature

Print Name Date



This document must be submitted in Tab IV of Firm’s Technical Proposal

Attachment B-Technical Proposal Certification of Compliance with Terms and Conditions of Solicitation

I have read, understand and agree to comply with all the terms and conditions specified in this solicitation.

YES I agree to comply with the terms and conditions specified in this solicitation.

NO I do not agree to comply with the terms and conditions specified in this solicitation.

If the exception and/or assumption require a change in the terms in any section of the solicitation, or any incorporated documents, firms must provide the specific language that is being proposed in the tables below. If firms do not specify in detail any exceptions and/or assumptions at time of proposal submission, the State will not consider any additional exceptions and/or assumptions during negotiations.

Firm Name

Signature

Print Name Date

Firms MUST use the following format. Attach additional sheets if necessary.

EXCEPTION SUMMARY FORM

EXCEPTION #

SOLICITATION SECTION NUMBER

SOLICITATION

PAGE NUMBER

EXCEPTION(Complete detail regarding

exceptions must be identified)

ASSUMPTION SUMMARY FORM

ASSUMPTION #


SOLICITATION

PAGE NUMBER

ASSUMPTION(Complete detail regarding

assumptions must be identified)


ASSUMPTION #


SOLICITATION

PAGE NUMBER

ASSUMPTION(Complete detail regarding

assumptions must be identified)


This document must be submitted in Tab V of Firm’s Technical Proposal

Attachment C-Firm Certifications

Firm agrees and will comply with the following:

(1) All proposed capabilities can be demonstrated by the firm.

(2) The price(s) and amount of this proposal have been arrived at independently and without consultation, communication, agreement or disclosure with or to any other contractor, firm or potential firm.

(3) No attempt has been made at any time to induce any firm or person to refrain from proposing or to submit a proposal higher than this proposal, or to submit any intentionally high or noncompetitive proposal. All proposals must be made in good faith and without collusion.

(4) All Conditions, Qualifying Criteria, Certifications, and provisions of this solicitation are deemed to be accepted by the firm and incorporated by reference in the proposal, except such conditions and provisions that the firm expressly excludes in the proposal. Any exclusion must be in writing and included in the proposal at the time of submission.

(5) Each firm must disclose any existing or potential conflict of interest relative to the performance of the underwriting services resulting from this solicitation. Any such relationship that might be perceived or represented as a conflict should be disclosed. By submitting a proposal in response to this solicitation, firms affirm that they have not given, nor intend to give at any time hereafter, any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant or any employee or representative of same, in connection with this procurement. Any attempt to intentionally or unintentionally conceal or obfuscate a conflict of interest will automatically result in the disqualification of a firm’s proposal. An award will not be made where a conflict of interest exists. The Office will determine whether a conflict of interest exists and whether it may reflect negatively on the Office’s selection of a firm. The Office reserves the right to disqualify any firm on the grounds of actual or apparent conflict of interest.

(6) All employees assigned to the project are authorized to work in this country.

(7) The firm has a written equal opportunity policy that does not discriminate in employment practices with regard to race, color, national origin, physical condition, creed, religion, age, sex, marital status, sexual orientation, developmental disability or handicap.

(8) The firm has a written policy regarding compliance for maintaining a drug-free workplace.

(9) Firm understands and acknowledges that the representations within their proposal are material and important, and will be relied on by the Office in evaluation of the proposal. Any firm misrepresentations shall be treated as fraudulent concealment from the State of the true facts relating to the proposal.

(10) The proposal must be signed by the individual(s) legally authorized to bind the firm.

Firm Name

Firm Signature

Print Name Date



This document must be submitted in Tab IV of Firm’s Technical Proposal

Attachment D-Insurance Schedule for Solicitation

The following Insurance Schedule is provided as a courtesy to firms interested in responding to this solicitation. Please review the terms and conditions in the Insurance Schedule.

If exceptions and/or assumptions require a change to the Insurance Schedule, firms must provide the specific language that is being proposed on Attachment B, Technical Proposal Certification of Compliance with Terms and Conditions of Solicitation.

(To open the document, double click on the icon.)


Attachment E-Reference Questionnaire

The State of Nevada, as a part of the solicitation process, requires proposing firms to submit business references as required within this document. The purpose of these references is to document the experience relevant to the Scope of Services and provide assistance in the evaluation process.

INSTRUCTIONS TO PROPOSING FIRM1. Proposing firm MUST complete Part A of the Reference Questionnaire.2. Proposing firm MUST send the following Reference Questionnaire to EACH

business reference listed for completion of Part B, Part C and Part D.3. Business reference is requested to submit the completed Reference

Questionnaire via email to:

State of Nevada, Office of the State TreasurerSubject: 2018 Underwriter Services SolicitationAttention: Isabel LiEmail: [email protected]

Please reference 2018 Underwriter Services Solicitation-Reference in the subject line of the email.

4. The completed Reference Questionnaire MUST be received no later than 3:00 PM PT February 15, 2018

5. Business references are NOT to return the Reference Questionnaire to the Proposer (Firm).

6. In addition to the Reference Questionnaire, the State may contact any and all business references by phone for further clarification, if necessary.

7. Questions regarding the Reference Questionnaire or process should be directed to the individual identified on the solicitation cover page.

8. Reference Questionnaires not received, or not complete, may adversely affect the firm’s score in the evaluation process.




Attachment F-Sample Bond Purchase Agreement



Attachment G-State of Nevada Board of Finance and State Treasurer

Debt Management Policy



Attachment H-Senior Managing Underwriter Cost Worksheet

SENIOR UNDERWRITER COST WORKSHEET1

Total Spread (in dollars per thousand) 2 : Average Maximum

(1) Takedown $ $

(2) Management Fee3 $ $

(3) Underwriter’s Fee $ $

(4) Underwriter’s Risk Fee4 $ -0- $ -0-

(5) Underwriter’s Expenses $ $ (See detail below)

Gross Spread $ $

Breakdown of Underwriter’s Expenses (actual dollar amount):Note: The State Treasurer expects underwriter’s expenses and costs of issuance to be kept at an absolute minimum.

(1) Underwriter’s Counsel $ $

(2) Travel $ $

(3) Document Printing5 $ $

(4) Overnight Delivery $ $

(5) Other (specify) $ $

Total Underwriter’s Expenses: $ $

1 Compensation is made only upon the successful closing of an issuance of debt.2 Assume a 20 year $100 million fixed rate general obligation issue closing with same day funds.3 Management fee at the discretion of the State if it determines such a fee is warranted.4 There will be no consideration of an underwriting risk component of the underwriting spread

until after the order period closes.5 Exclude POS/OS printing; Disclosure Counsel will oversee the electronic distribution of the

Official Statement.


Attachment I-Key Staff Resumes

A resume must be completed and attached for each Key Staff assigned to the State.
