HomeMy WebLinkAbout028003 RES - 12/16/2008RESOLUTION
APPROVING A DEBT MANAGEMENT POLICY FOR THE CITY OF CORPUS CHRISTI
WHEREAS, the City of Corpus Christi Debt Management Policy was adopted in Resolution No.
027526 on December 11, 2007;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS
CHRISTI, TEXAS:
SECTION 1. That the Corpus Christi City Council has reviewed and adopts the City of Corpus
Christi Debt Management Policy as amended. A copy of the amended Debt Management
Policy is attached.
ATTEST:
Armando Chapa
City Secretary
APPROVED: December 5, 2008.
Lisa Aguilar,
Assistant City Attorney
for the City Attorney
THE IT OF CORPUS CHRISTI
watt., la
H-nry Garre
Mayor
028003
H:\LEG-DIR\Lisa\2008 Resolutions\Debt Management Policy.doc
Corpus Christi, Texas
of bJ!JM 2008
The above resolution was passed by the following vote:
Henry Garrett
Melody Cooper
Larry Elizondo, Sr. %.52.{1
Mike Hummel!
Bill Kelly
Priscilla G. Leal
John E. Marez
Nelda Martinez
Michael McCutchon
028003
City of
Corpus
Christi
CITY OF CORPUS CHRISTI, TEXAS
FINANCIAL SERVICES
DEBT MANAGEMENT POLICY
Dcccmber 1 s2007
December 16, 2008
DEBT MANAGEMENT POLICY
Table of Contents
Section Title
1. Purpose and Objectives
2. Scope
3. Roles and Responsibilities
4. Selection of Service Providers
5. Use of Debt Instruments
6. Structure and Type of Debt
7. Debt Limits
8. Fund Balance Requirements
9. Methods of Sale
10. Refunding of Debt
11. Variable Rate Exposure
12. Interest Rate Swap Agreements
13. Continuing Disclosure
14. Investment of Debt Proceeds
15. Arbitrage
Page
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2
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10
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16. Capital Improvement Project 19
17. Public Input on Capital Improvement Needs 20
18. Definitions 21
City of
Corpus
Christi
CorpusChristi
Debt Management Policy
I'I's
Section 1
PURPOSE AND OBJECTIVES
1.1 Purpose
The City Manager for the City of Corpus Christi (the "City"), working through the
Director of Financial Services, for the City of Corpus Christi (the "City") is charged with
the responsibility for prudently and properly managing any and all debt incurred by the
City. The following policy provides the methods, procedures, policies and practices
which, when exercised, ensure the sound fiscal management of the City's debt program.
All City offices and departments must comply with the guidelines and procedures set
forth in this policy.
The purpose of this policy is to provide guidance regarding the issuance, management,
continuing evaluation and reporting on all debt obligations issued by the City. The
Corpus Christi City Council recognizes there are no absolute rules or easy formulas that
can substitute for a thorough review of all information affecting the City's debt position.
Debt decisions should be the result of deliberative consideration of all factors involved.
This policy is intended to augment the deliberation process by addressing the methods,
procedures, and practices to be utilized to ensure effective and judicious fiscal
management of City funds.
The terms of this Debt Management Policy (the "Policy") are intended to comply with all
federal and state laws governing debt, including, but not limited to, Texas law, Internal
Revenue Service rules and regulations, United States Securities and Exchange
Commission (SEC) regulations, Municipal Securities Rulemaking Board (MSRB)
regulations, court rulings, and existing City debt covenants and City of Corpus Christi
Charter provisions
1.2 Objectives
Debt Management shall be conducted with the primary objectives of:
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* Maintaining or enhancing the City"s existing credit rating for all categories of short
and long-term debt, consistent with the financial policies and bond covenants
approved by the City Council;
* Maintaining access to capital;
* Minimizing borrowing costs; and
* Maximizing financial flexibility.
Section 2
SCOPE
2.1 This Policy shall govern debt obligations issued by the City that finance the construction
or acquisition of infrastructure and other assets or to refinance existing debt. The City
may also desire to issue debt obligations on behalf of external agencies, non-profit
corporations, or other authorities for the purpose of construction or acquisition of
infrastructure or other assets that further the goals and objectives of City government. In
that case, the City shall take reasonable steps to confirm the financial feasibility of the
project and the financing solvency of any necessary borrower; and shall take all
reasonable precautions to ensure the public purpose and financial viability of such
transactions.
2.2 This policy applies to all short-term and long-term debt securities issued by the City.
This may include general obligation bonds, certificates of obligation, revenue bonds,
commercial paper, long-term capital leases, certificates of participation, tax notes bank
notes, equipment notes, private placements, and letters of credit.
Section 3
ROLES AND RESPONSIBILITIES
3.1 All debt programs will be made in accordance with applicable federal and state
regulations. The City Council will approve the issuance of all City bond indebtedness.
3.2 The Director of Financial Services has the primary responsibility for making debt -
financing recommendations to the City Council and has responsibility for the appropriate
management of the City's debt program.
3.3 The Director of Financial Services, or the designee thereof, will coordinate all activities
necessary to issue debt, including, but not limited to:
• Selection of financial advisor and bond counsel;
• Verifying compliance with City Charter;
• Review of ordinances and resolutions prepared by bond counsel;
• Review of all documents necessary to issue debt prepared by bond counsel;
• Review of offering memoranda provided by financial advisors; and
2
•
■ Review of all related financial analyses.
3.4 The Director of Financial Services, or the designee thereof, will provide no less often
than annually to the City Council:
a. An annual debt issuance schedule for capital projects (included in the operating
budget);
b. An updated ten-year capital improvement plan (included in the capital budget);
c. Certification that the City is current on all debt service payments;
d. Disclosure of any payment defaults since the prior report was made to the City
Council; and
e. Disclosure of any other bond covenant violations or defaults since the prior report
was made to the City Council of which the Director of Financial Services has
actual knowledge.
3.5 The Capital Budget Officer, or the designee thereof, will facilitate implementation and
oversee the Capital Improvement Plan for City offices and departments pursuant to
Section 16 of this policy.
3.6 The Director of Financial Services, or the designee thereof, will recommend to the City
Council a financing team consisting of bond counsel, financial advisor, and underwriters,
to the extent required for each bond issue.
3.7 The Office of Management and Budget is responsible for reporting quarterly in its
financial report a schedule that includes outstanding debt requirements as well as
commercial paper activity and capital lease activity. These reports will include principal
and interest requirements, dates for each, and related interest rates.
3.8 The City Treasurer is responsible for assuring that all debt service payments are made in a
timely manner to the appropriate paying agents for the obligations issued by the City.
3.9 The Office of the Director of Financial Services is responsible for preparing and
submitting the annual continuing disclosure pursuant to SEC Rule 15c-12.
3.10 The City departments administering projects financed with debt funding are responsible
for complying with Section 16 of this Policy.
Secliorr4
SELECTION OF SERVICE PROVIDERS
4.1 Financial Advisors
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The Director of Financial Services provides recommendations for the selection of a
financial advisor for the City of Corpus Christi's debt program. The financial advisor
will have comprehensive municipal debt knowledge and experience and may perform the
following duties including but not limited to: comprehensive analyses of debt refinancing,
recommendations for alternative financial structures; development of timing and sale of
new issues; recommending whether the sale of the new issues be through a competitive
bid sale, negotiated sale, or private placement; coordinating the market pricing of debt
securities; issuing and disseminating the bond offering document and other disclosure
requirements; coordinating with the underwriters of the bond issuance if the bonds are
sold through a negotiated sale; seeking and obtaining ratings from the three major bond
rating agencies; and providing guidance and advice about debt -related topics, as needed.
Due to the complex nature of the City's debt portfolio, it is important for the City to
maintain continuity with a financial advisor who is familiar with the City's history in
issuing bonds. The City reserves the right, however, to conduct a formal request for
proposal or request for qualifications process.
4.2 Bond Counsel
The Director of Financial Services coordinates with the City Attorney, the Assistant City
Manager for Administrative Services, and the City Manager on the selection of bond
counsel for all debt issues. Bond counsel will have comprehensive municipal debt
knowledge and experience. When the bond counsel has been selected, they are
responsible for providing an opinion to investors in two specific areas. The bond counsel
must opine to investors that the securities are valid and legally binding obligations of the
issuer. Then, the bond counsel will opine on whether the interest on the bonds is exempt
from federal taxation. The bond counsel also prepares all bond documents necessary to
execute the bond issuance. The bond counsel is responsible for coordinating with the
City Attorney's office, City Secretary's office, and Financial Services, as well as the
City's financial advisor, to ensure that all tasks associated with the bond issuance are
completed within prescribed timeframes. To the extent required by State law, bond
counsel is responsible for coordinating with the Office of the Attorney General and the
Office of the Comptroller of Public Accounts of the State of Texas matters relating to the
approval of City obligations. The City values continuity in maintaining a relationship
with bond counsel due to the complexity of issues and laws related in issuing municipal
bonds. However, the City reserves the right to conduct a formal request for proposal or
request for qualifications process.
43 Paying Agent/Registrar
The City's financial advisor may conduct a request for proposal process to select the
paying agent/registrar for each new issue and recommends the successful candidate for
approval by City Staff. The successful candidate may not necessarily be the proposer
with the lowest cost. A "best value" approach is utilized in the selection.
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4.4 Underwriters
In a negotiated sale (see Section 9 - Methods of Sale), the Director of Financial Services,
after review with the Assistant City Manager for Administrative Services, the City
Manager, and the Financial Advisor makes recommendations about which underwriting
firms to include in the underwriting syndicate. The City issues Requests for Qualification
(RFQ) approximately every three years to obtain an approved list of underwriters which is
broken -out by sections: national scope, banking institutions, regional scope, and
"historically underutilized business" ("HUB") status. A diverse group of securities firms
will be chosen based on past performance, demonstrated ability to resell, prior municipal
issuance experience, and other factors including, without limitation, participation in
bidding on competitive bond sales conducted by the City. While past demonstrated
performance is the primary criteria for selection within those criteria, the participation of
firms with a HUB status will be strongly encouraged.
4.5 Bond Insurer
Credit quality and marketability of securities may be enhanced through the purchase of
municipal bond insurance. The City pays a single premium and in turn, the bond insurer
unconditionally guarantees the payment of principal and interest to the bondholders in
case of a payment default. Prior to purchasing municipal bond insurance for an issue, the
financial advisor will perform an analysis to determine the cost benefits to the City
derived from obtaining municipal bond insurance. Bond insurance will only be utilized
when it is economically feasible.
4.6 Bond Rating Agency Application
Prior to issuing new debt or to issuing refunding debt, the City will submit a rating
application to at least two of the largest rating agencies, which, as of the date this Policy
became effective, are: Fitch Ratings, Moody's Investor Services, and Standard & Poor's
Rating Services.
4.7 Bond Rating/Bond Insurers' Presentation
As often as deemed necessary, City staff and/or elected officials will either make a bond
rating presentation directly to the analysts of the three largest rating agencies and/or the
bond insurance companies, will hold conference call interviews with each of these
entities, or will invite each of the rating agencies and/or bond insurers to make a site visit—
to the City. For the presentation, staff compiles information relevant to the City's current
economy, financial condition, and current initiatives to provide reference material for the
rating agencies and bond insurers. When issues occur frequently, the rating agency
application and offering document will be supplemented by a minimum of a written
presentation of updated information about the City since the last rating application.
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The City distributes the Comprehensive Annual Financial Report (CAFR) and the current
operating and capital budgets to each of the three bond rating agencies, as well as to bond
insurance companies. Financial information about the City is available on the City's
website: http://www.cctexas.com
Section 5
USE OF DEBT INSTRUMENTS
5.1 Debt financing will not be considered appropriate for any recurring purpose such as
current operating and maintenance expenditures. The City will use debt financing only
for one-time capital improvement projects and equipment purchases under the following
circumstances:
a. The project is included in the City's capital improvement plan budget;
b. The project is a result of growth -related activities within the community that
require unanticipated and unplanned infrastructure or capital improvements by the
City;
c. The project's useful life will be equal to or exceed the term of the financing;
d. The equipment has an expected useful life of at least the term of financing; and/or
e. There are revenues sufficient to service the debt, whether from future property
taxes, user fees, or other specified and reserved resources.
Section 6
STRUCTURE AND TYPE OF DEBT
6.1 Debt service will be structured to match projected cash flows, minimize the impact of
future property tax levies, and maintain a relatively rapid payment of principal.
6.2 The term of the debt issuance should equal the lesser of the useful life of the asset being
financed or the maximum maturity permitted by State law for the obligations issued to
finance the acquisition and construction of the asset.
63 T -he -types -of -debt -instruments to be issued by the City include:
a. General Obligation Bonds -
The City issues general obligation bonds for general purpose capital
improvements when benefits accrue to the entire community. General obligation
bonds are also used when the expectation of the project is that it will not generate
significant revenues.
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The City pledges its "full faith' and credit" and levies an ad valorem tax to repay
the debt, consistent with State law and the City's Charter. In order to issue
general obligation bonds, the eligible voters of the City must authorize the amount
to be issued through a popular referendum held for such purpose. The general
obligation bonds are sold for a term no greater than the useful life of the project
that is being funded through the issuance of the general obligation bonds.
b. Certificates of Obligation -
Under State law, the City has the opportunity to issue certificates of obligation.
Although voter approval is not required, additional notification and public hearing
requirements may apply, to the extent so provided by applicable State law.
Certificates of obligation may be secured by a combination of ad valorem taxes
and revenues from a source that the City is authorized by State law to encumber
for a public purpose, e.g., solid waste.
Certificates of obligation are often issued to finance projects in cases where user
fees charged for the use of the projects financed are pledged to repay the
certificates of obligation. Examples include: Solid Waste, Marina, Hotel
Occupancy Tax, etc.
Certificates of obligation are available for governments when the improvements
being sought are necessary for the health, safety and welfare of the government's
citizens, in circumstances where cost overruns on a general obligation bond -
financed capital improvement may have occurred, or where financial opportunities
unexpectedly arise to leverage funds from other entities and reduce the City's
capital cost for a community improvement. Also, certificates of obligation may be
issued where the timing of the construction of a capital improvement and the
expense of calling a bond election for a single proposition would, in the opinion
of City staff and with the approval of the City Council, warrant the issuance of
certificates of obligation to finance the capital improvement.
c. Revenue Bonds -
Revenue bonds are secured by a specific source of revenue. There is no tax
pledge. Revenue bonds are issued to pay for improvements that benefit the users
that repay the debt through user fees. The City issues revenue bonds primarily for
the City's Airport and Utility Systems.
T-ypicaily,—the- City -is-required to fund a reserve fund that has on deposit an --
amount no less than the average annual debt service requirements on outstanding
revenue bonds, as a contingency in the event revenues that are collected for
services provided are not sufficient to satisfy debt service requirements. Another
method to provide for such reserves is the use of a credit facility (such as a surety
bond) in lieu of cash or eligible investments in the amount of the average annual
debt service requirements on the outstanding revenue bonds. The costs of both
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methods are evaluated prior to a revenue bond issue. The City fully complies with
debt service and reserve funding requirements set forth in any and all bond
covenants.
When revenue bonds are issued or are outstanding, coverage requirements
consistent with the bond covenant will be maintained, typically at a level no less
than 1.25 times the average annual debt service requirements on the outstanding
revenue bonds. The City maintains that it will collect rates and charges at all
times that are necessary to produce gross revenues and other pledged revenue in
each fiscal year equal to the greater of either:
• Amounts sufficient to pay all current operating expenses plus amounts
sufficient to produce net revenue for each fiscal year at least equal to 1.25
times the average annual principal and interest requirements on all revenue
bonds outstanding; or
• Amounts sufficient to pay the sum of all current operating expenses, the
average annual principal and interest requirements on the outstanding
priority bonds; required deposits to the reserve fund for revenue bonds,
and amounts required to pay any other obligations reasonably anticipated
to be paid from gross revenues during the fiscal year.
One operating ratio that is utilized is for the days' operating coverage to generally
be 90 days — meaning that maintaining revenue sufficient to cover 90 days of
operating expenses is targeted. Although this ratio is not mandated by the City's
bond covenants, it is one that is utilized by the City's management.
The City may also issue bonds and other obligations that are secured by revenues
generated within a designated geographic area of the City, such as a tax increment
reinvestment zone or a public improvement district. Covenants pertaining to the
coverage requirements, reserve funds and other financial considerations will be
developed, working with the City's financial advisor and bond counsel, to ensure
that any obligations issued will be creditworthy and marketable.
d. State Revolving Loan Funds —
The State of Texas administers various revolving loan funds, which are available
to be loaned to Texas political subdivisions in accordance with the statutory
authority granted to state agencies to fund loans, and the regulations of the state
agency with respect to the specific loan program. Two examples of such loan
programs are the -Texas Water Development Board water and wastewater loan
programs, and the Texas Military Preparedness Commission loan program to
assist defense communities in financing infrastructure improvements. The
Director of Financial Services, working with the City's financial advisor, will
explore financing opportunities under State loan programs to determine if
financial or other benefits may help the City in pursuing loans from such state
agencies.
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e. Refunding Bond —
The Director of Financial Services, working with the City's financial advisor, will
consider refinancing outstanding debt issues, as more fully discussed in Section
10 of this Policy.
f. Commercial Paper —
The City has established a commercial paper program to provide interim (short-
term) financing authority to fund improvements to the City's Utility System. The
commercial paper notes are structured as bond anticipation notes, and as a
condition to the issuance of the commercial paper notes, the City must provide
sufficient liquidity to enable commercial paper noteholders to be paid upon the
maturity of the commercial paper notes. The Director of Financial Services,
working with the City's financial advisor, will monitor the commercial paper
market to ensure that the City is obtaining the lowest possible interest rates on its
outstanding commercial paper notes, as well as to determine, based on the needs
of the City and the then existing public debt market conditions, the timing of
refunding the commercial paper notes with long term fixed rate revenue bonds.
g. Tax Anticipation Notes —
State law permits the City to issue short term notes in anticipation of ad valorem
tax collections. The City will prepare budgets to ensure that there will be no need
to issue tax anticipation notes to fund the budget. However, should emergency
situations arise, the Director of Financial Services, working with the City's
financial advisor, will advise the City Council on the necessity of City Council
approving the issuance of tax anticipation notes
h. Capital Lease Financing and Equipment Notes —
The Director of Financial Services, working with the City's financial advisor, will
review the equipment needs of City departments and determine financing options
for acquiring or leasing equipment, either through presenting to the City Council
for approval of lease or lease -purchase agreements with vendors to acquire
equipment, or seeking the approval from the City Council to authorize the
issuance and sale of notes or other short term obligations to borrow funds to
acquire equipment.
i. Any other debt instrument authorized for issuance by the City in accordance with
the Texas Government Code or other applicable law.
6.4 Individual revenue streams considered for proposed debt service of revenue bonds should
meet a minimum debt service coverage ratio test of 1.25 times average annual debt
service, along with any appropriate reserve or contingency funds. Debt coverage is
defined as total revenue divided by total debt service.
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6.5 Fixed Interest versus Variable Interest
The City primarily issues fixed rate bonds to protect the City against interest rate risk.
The City has the option to issue variable rate bonds and may, if market conditions
warrant, consider such a structure. Commercial paper notes, due to their short term
maturities (270 days or less), are treated as variable rate obligations.
6.6 Conduit Securities
The City has created, and may create, nonprofit corporations as authorized by State
statutes that act as a conduit for tax-exempt financing. Those corporations include but are
not restricted to: (1) Corpus Christi Housing Finance Corporation, (2) Corpus Christi
Industrial Development Corporation, and (3) the Coastal Bend Health Facilities
Development Corporation.
These entities issue bonds to unrelated commercial entities, and the City assumes no
liability for the timely payment of debt issued by these entities. These bonds are not
liabilities of the City or the respective corporations and are solely payable from revenues
of the various commercial entities.
In addition, the City has created nonprofit corporations to assist the City in financing
various public infrastructure improvements, such as the North Padre Island Development
Corporation and the Corpus Christi Business and Job Development Corporation. Public
funds, such as voter -approved sales taxes and tax increment revenues, may be made
available to these corporations by contract with the City, in fulfillment of the public
purposes for which these corporations were created.
6.7 Structure
Bonds are generally issued with an average life of 20 years or less for general obligation
bonds and revenue bonds but may be greater for some projects such as landfills and major
utility facilities whose lives are greater than 20 years. Typically, interest is paid in the
first fiscal year after a bond sale, and principal is paid no later than the second fiscal year
after the debt is issued. Call provisions for bond issues shall be made as short as possible
consistent with the lowest interest cost to the City. The targeted maximum length to call
is 10 years. However, the City may opt for a call date longer than 10 years in order to
achieve the necessary goals of the particular issue.
Section 7
DEBT LIMITS
7.1 The City will maintain its outstanding debt within the limits prescribed by State statute.
As permitted by the Constitution of the State of Texas, home rule cities of over 5,000
population shall have a total tax allowable of $2.50 and shall have a bond allowable of
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$1.50 per $100 valuation (unless City Charter provides less). For purposes of issuing
bonds, the State allowables are computed based on 90% collections. On April 3, 1993,
the citizens of Corpus Christi voted to amend the City Charter which contained a tax
limitation of $0.68 per $100 of assessed valuation for all purposes including debt service
to allow for the tax rate to increase up to the State limit for voter approved debt after
April 4, 1993.
The City evaluates new debt issuance as it relates to the current debt level. The amount
of debt retired each year is compared to the amount of debt to be issued any given year,
and an analysis is performed to determine the City's ability to assume and support
additional debt service payments. When appropriate, the issuance of self-supporting
revenue bonds and self-supporting certificates of obligation bonds are also considered.
7.2 The City may choose to issue short-term debt (maturities one-year or less) that pay a fixed
rate of interest or that pay a rate of interest that varies, both consistent with Federal and
State laws and applicable bond covenants of pre-existing bonds.
7.2.1 The City will issue short-term securities for the purposes of providing:
7.2.1.1 interim financing for long-term capital projects;
7.2.1.2 financing of short-term assets at or near their useful life;
7.2.1.3 interim cash flow/working capital needs as they arise; or
7.2.1.4 to reduce the overall interest cost of debt financings of the City.
7.3 The City shall use economic ratios as a tool to assist in providing an objective analytical
approach to determine debt capacity for new projects. These ratios may include:
a. Debt per capita;
b. Debt as a percent of statutory debt limit;
c. Debt as a percent of appraised valuation;
d. Debt service payments as a percent of governmental expenditures; or
e. Level of overlapping net debt of all local taxing jurisdictions.
An objective, analytical approach is used to make the determination of whether debt is
issued. The process compares generally accepted standards of affordability to the current
values for the City. The City strives to meet and achieve
these standards.
Section 8
FUND BALANCE REQUIREMENT
8.1 The City will strive to maintain a debt service fund balance for general obligation bonds
and certificates of obligation of at least 2 percent of the annual debt service requirement
for the fiscal year; provided, however, that this requirement shall comply with the
provisions of Treasury Regulation 1.148-2(f)
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amended; which limits the amount of reserve funds that may secure the payment of debt
service on bonds.
Section 9
METHODS OF SALE
9.1 The City may use competitive sales, negotiated sales, or private placements. When
considering the method of sale, the City will take into consideration:
a. Financial conditions;
b. Market conditions;
c. Transaction -specific conditions;
d. City -related conditions; and
e. Risks associated with each method.
9.2 Competitive sales are the preferred method under the following circumstances:
a. A general obligation pledge or annual appropriation of general revenue;
b. Simple structure and financial analysis;
c. Stable financial market; and
d. Moderate par amount.
9.2.1 A competitive sale is when bonds are awarded in a sealed bid sale to an underwriter
or syndicate of underwriters that provides the lowest True Interest Cost (TIC) bid.
TIC is defined as the rate, which will discount the aggregate amount of debt
service payable over the life of the bond issue to its present value on the date of
delivery. In today's market, bids primarily are submitted electronically through a
secure website.
9.2.2 Competitive Sale Bidding Parameters:
9.2.2.1 Bid Verifications - The City awards successful bidders on the basis of the
lowest TIC.
9.2.2.2 Good Faith Deposits - Bidders collectively choose a bank to be the good
faith bank in providing a good faith deposit. The bidders keep funds on
deposit to cover the good faith check if necessary. The Financial Advisor
collects a cashier's check in advance for 2% of the issue if the issue is
competitive or for 1% of the issue if the issue is negotiated. Bidders not
covered by the good faith bank must provide a good faith check at the time
they submit their bid. When the issue closes, the good faith check is
returned, usually through overnight mail.
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9.2.2.3 Allowable Discounts/Premiums - In most cases, the City requires bidders
to purchase bonds at a price of no less than par. When there are no
prevailing limitations, a discount/premium may be permitted when
market conditions indicate a discount/premium will be rewarded by a
more competitive bid and when there is flexibility to increase/decrease
the par amount of the issue. If there is considerable market activity on the
date of the proposed sale or other market -related factor to necessitate
improving the marketability of the issue, discounts/premiums may be
permitted. Bidders are notified in advance of the allowance for
discounts/premiums.
9.2.2.4 Term Bonds - Bidders may form term bonds based on the length of the
maturity schedule. In a 20 -year maturity, they may form anywhere
between three to five term bonds. The resulting term bond structure must
completely mirror the serial bond structure.
9.3 Negotiated sales are the preferred method under the following circumstances:
a. Complex transactions that require extensive financial modeling, credit analysis, pre -
marketing efforts, or that are interest rate sensitive; and
b. Volatile financial markets.
9.3.1 A negotiated sale is when the City chooses an underwriter or underwriting
syndicate that is interested in reoffering a particular series of bonds to investors.
The terms of the sale including the size of the underwriter's discount, date of sale,
and other factors are negotiated between the two parties. Although the method of
sale is termed negotiated, individual components of the sale may be competitively
bid. The components are subject to a market analysis and reviewed prior to
recommendation by staff. Negotiated sales are more advantageous when there
needs to be some flexibility in the sale date or when less conventional bond
structures are being sold. Negotiated sales are also often used when the issue is
particularly large or if the sale of the debt issuance would be perceived to be more
successful with pre -marketing efforts.
9.3.2 Negotiated Sale — Allocation and Designation Policies:
9.3.2.1 The City uses designation rules that reward performance. The most
common order type used by the City is the Member Designated Order.
This type of order permits the institution placing the order to designate
which syndicate members receive credit for its order. Typically the City
requires that each institution must designate at least three syndicate
members, and no one firm may receive more than 50% credit.
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9.3.2.2 Retention - At least two days prior to pricing, the senior managing
underwriter will award a block of bonds to each co -manager in the
syndicate. Each co -manager is responsible for buying these bonds even
if they do not obtain orders for them. If another member of the syndicate
has more orders than they can fill, the member may fill orders for
syndicate members that have not obtained sufficient orders.
9.3.2.3 Management Fee - The management fee to compensate the underwriters
for providing assistance in structuring of the transaction, review of
documents, coordination of the working group, efforts to obtain credit
enhancement, and other tasks. The management fee is typically
allocated in the same allocation as the retention allocation.
9.4 Private placement is the preferred method under the following circumstances:
a. Small issue size;
b. Questionable security for the issue; and
c. Overall cost savings to the City.
A private placement is a sale of debt securities to a limited number of sophisticated
investors. The City may engage a placement agent to identify likely investors. A private
placement is beneficial when the issue size is small or when the security of the bonds is
weak since the private placement permits issuers to sell more risky securities at a higher
yield to investors that are familiar with the credit risk.
9.5 The City considers the following criteria when determining the appropriate method of
sale for any debt issuance:
a. Complexity of the Issue — Municipal securities with complex security features require
greater marketing and buyer education efforts on the part of the underwriter, to
improve the investors' willingness to purchase.
b. Volatility of Bond Yields — If municipal markets are subject to abrupt changes in
interest rates, there may be a need to have some flexibility in the timing of the sale to
take advantage of positive market changes or to delay a sale in the face of negative
market changes.
c. Familiarity of Underwriters with the City's Credit Quality — If underwriters are
familiar with the City's credit quality, a lower TIC may be achieved. Awareness of
the credit quality of the City has a direct impact on the TIC an underwriter will bid on
an issue. Therefore, where additional information in the form of presale marketing
benefits the interest rate, a negotiated sale may be recommended. The City strives to
maintain an excellent bond rating. As a result, the Municipal Bond Market is
generally familiar with the City's credit quality.
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d. Size of the Issue - The City may choose to offer sizable issues as negotiated so that
pre -marketing and buyer education efforts may be done to more effectively promote
the bond sale.
Section 10
REFUNDING OF DEBT
10.1 The City may elect to refund existing debt for reasons including, but not limited to, the
following:
a. To achieve Net Present Value (NPV) savings;
b. To update bond covenants on outstanding debt that impair efficient operations or
prohibit necessary or desirable activities;
c. To restructure the debt service schedules associated with outstanding bond issues;
or
d. To alter bond characteristics such as call provisions or payment dates.
10.2 If a refunding is undertaken, the City will evaluate:
a. Issuance costs that will be incurred;
b. Interest rate at which the refunding bonds can be issued;
c. Maturity dates of the refunded bonds;
d. Call date (if any) on the refunded bonds; and
e. Call premium (if any) on the refunded bonds; and
f. Whether to issue the refunding bonds for a period beyond the original maturity
date.
10.3 Types of Refunding
Current refundings occur when outstanding debt is called for redemption within 90
days. Most City's debt has a ten-year call date built into its structure. When debt
reaches the call date, refunding bonds may be issued to pay off the old debt.
Advance refundings are refundings where the debt is not called for redemption within
90 days. In an advance refunding, the proceeds to defease the debt at its call date are
placed in escrow until the call date. The City's practice is generally to invest escrow in
federal securities known as State and Local Government fixed rate securities. The
amount to be—deposited into the escrow is calculated by identifying the amount -
necessary to deposit, which will earn a fixed rate of interest, to accumulate to the
amount necessary to be available upon the call. This practice prevents exposure to the
practice of "yield burning" since there are no excess eamings under this structure.
The Tax Reform Act of 1986 limits each issue to one advance refunding for all issues
issued after 1986. When the interest rate savings is the principal reason for advance
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refunding an issue, the City will include issues that can contribute to at least a 2.5%
present value savings. Other factors may also affect the City's decision to advance
refund an issue.
Section 11
VARIABLE RATE EXPOSURE
11.1 The City may use variable rate debt (including commercial paper) to lower the cost of
borrowing and provide a hedge against interest rate risk.
11.2 The City's target is not to exceed 30 percent of its total outstanding debt in a variable rate
mode.
11.3 Variable rate debt should be converted to fixed rate debt as necessary to maintain the 30
percent target, to meet the particular needs of a financing program, or to lock in low long
term fixed interest rates.
11.4 When issuing variable rate debt, the City will have appropriate contingency plans in
place, such as reserves or hedging instruments, to mitigate the risk associated with rising
interest rate environments.
Section 12
INTEREST RATE SWAP AGREEMENTS
12.1 The City may consider the use of interest rate swap agreements on a case -by -base basis
and consistent with Texas law and financial prudence.
12.2 Interest rate swap agreements may be used for the following purposes:
a. To achieve significant savings as compared to other, non -derivative type
products available in the bond market;
b. To prudently hedge risk in the context of a particular financing or the overall
asset/liability management of the City;
c. To incur variable rate exposure within prudent financial guidelines;
d. To achieve more flexibility in meeting overall financial objectives than
available in conventional markets; or
e. 'lo accomplislinancial objective not otherwise obtainable using traditional
financing methods.
12.3 The City will not enter into an interest rate swap agreement without advice of an
independent advisor and bond counsel.
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12.4 The City may enter into an interest rate swap agreement if the counterparty has at least
two long-term unsecured credit ratings of at least equal to the City's long term general
obligation rating from Fitch Ratings, Moody's Investors Service or Standard & Poor's
Ratings Services, and the party has demonstrated experience in successfully executing
interest rate swap agreements.
12.5 The City will select counterparties utilizing one of the Methods of Sale as outlined in
Section 9 of this policy.
12.6 Before entering into an interest rate swap agreement, the City shall evaluate all the risks
inherent in the transaction including counterparty risk, termination risk, rollover risk,
basis risk, tax event risk, credit risk and amortization risk. Evaluation of risk will also
include the following considerations:
a. Uncertainty with respect to the City's future debt obligations;
b. Effect on the City's credit quality;
c. Cumulative exposure to all risk factors identified;
d. Difficulty and costs associated with terminations; and
e. Limitations on the ability to refund the swap's underlying bonds.
12.7 The City will monitor interest rate swap agreements no less often than on a quarterly
basis to ensure compliance with corresponding swap documentation.
Section 13
CONTINUING DISCLOSURE
13.1 The City will periodically review the requirements of the Municipal Securities
Rulemaking Board (MSRB) and the recommendations of the Government Finance
Officers Association (GFOA), including the GFOA recommendation that financial
statements be prepared and presented according to generally accepted accounting
principles.
13.2 The City will remain in compliance with SEC Rule 15c2-12 by filing its annual financial
statements and other financial and operating data for the benefit of its bondholders within
six months after the end of each fiscal year.
Section 14
INVESTMENT OF DEBT PROCEEDS
14.1 Debt proceeds will be invested in accordance with the City's Investment Policy or as
otherwise permitted in the ordinance or resolution authorizing the issuance of the debt.
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14.2 Interest earned is allocated to each fund monthly based on the average balance of funds
available during the month. Interest earned on proceeds from bonds, certificates of
obligation, commercial paper or other short-term or long-term debt proceeds is allocated
to the respective capital projects funds.
14.3 The City maintains in its Investment Policy document approved by the City Council the
strategy and policies for investing all available monies (which included bond proceeds).
Interest on bond proceeds is restricted such that it may only be used to fund projects that
have the same purpose as the purpose for which the bonds were originally issued.
Construction proceeds are typically invested in short-term securities so that they are more
liquid.
Section 15
ARBITRAGE
15.1 The City will follow a policy of full compliance with all arbitrage rebate
requirements of the Internal Revenue Code of 1986, as amended and its adopted
rules and regulations, and will perform (via contract consultant) arbitrage
calculations for each debt issue subject to rebate on an annual basis. All necessary
rebate liabilities will be filed and paid when due.
15.2 Arbitrage Calculations and Rebate
On fixed -yield issues, the calculation of rebate must be performed no later than each five-
year anniversary date of the issuance of the bonds and at final maturity. The City
currently outsources those calculations on an annual basis. Where bond interest earnings
exceed the arbitrage yield, the City rebates those excess earnings to the Internal Revenue
Service. The City keeps detailed records of investments and construction expenditures to
provide to the consultant to make the arbitrage calculation. The City plans projects
carefully in order to determine the applicability of rebate exceptions.
15.3 Exceptions to Rebate Calculations
Six-month Exception — Where 95% of the proceeds will be spent within six months and
the other 5% will be spent within twelve months.
Eighteen -month Exception — Available for any type of capital proceeds and includes the
following spending schedule: 15% in six months, 60% in twelve months, and 100% in
eighteen months (with a de minimus holdback). An issue does not fail to satisfy the
spending requirement for the third spending period as a result of a reasonable retainage if
the reasonable retainage is allocated to expenditures within 30 months of the issue date.
Twenty-four month Exception — Only available to a construction issue having the
following expenditure goals: 10% in six months, 45% in twelve months, 75% in eighteen
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months, and 100% in twenty-four months (with a de minimus hold back). An issue does
not fail to satisfy the spending requirement for the fourth spending period as a result of
unspent amounts for reasonable retainage if the reasonable retainage is allocated to
expenditures within 3 years of the issue date.
Section 16
CAPITAL IMPROVEMENT PROGRAM
16.1 In order to ensure sufficient cash flow is available to meet capital improvement
project cash requirements, an annual debt issuance schedule is required. The
Capital Improvement Planning Guide (the "Guide") will provide the basis for the
annual debt issuance schedule.
16.2 The underlying asset that is being financed should have as long a useful life as the
maturity schedule of the debt issued for the financing of the asset. Since issuing debt
costs more to the entity than purchasing assets outright, the use of financing will be
carefully evaluated to ensure that the benefits, tangible and/or intangible derived from
financing exceed the related financing costs.
16.3 On-going Capital Needs — "Pay as You Go":
16.3.1 Capital projects are generally defined as costs to construct an asset or system
improvement that exceed $5,000 and have a useful life of at least the term of
financing but no less than one year.
16.3.2 The City Council's goals and policies focus on infrastructure improvements.
The City strives to maintain capital assets and infrastructure at a sufficient level
to protect the City's investment to minimize replacement and maintenance costs,
and to maintain service levels.
16.3.3 An annual review of the (1) need for capital improvements and equipment, (2)
current status of the City's infrastructure, (3) replacement and renovation needs,
and (4) potential new projects, is implemented during the capital budget process.
All projects, ongoing and proposed, are prioritized by City staff which includes
a representative from Financial Services, the Office of Management and Budget,
Engineering Services, and each department which has or may have capital
improvement project requests. For every capital project, all operating and
maintenance costs/estimated incremental revenues would be included in the
proposal, as well as a start date, requested total budget, the capital amount
expected to be expended each year, and proposed sources of funding. City staff
would then match eligible requests with available sources of funding.
16.3.4 Decisions are made on prioritization of proposed projects using criteria such as:
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o Agreed orders (Fedetal/State),
o Voter -approved bonds,
o Completion of existing projects already approved by the City Council,
o New projects recommended by the committee noted above, and
o Emergency requests.
16.3.5 Capital improvements may be funded using current revenues (property tax,
dedicated tax, enterprise user fees, etc.), grant funds, contributions (such as
developer contributions) and the issuance of debt.
16.3.6 Upon completion of the Guide, City staff will present it to the City Council for
approval by ordinance. Once approved, a total dollar amount of capital
improvement projects would then be identified, and any additions to the Guide
for that particular year would warrant a change to the ordinance to either
identify additional funding for that particular project or to identify the reduction
of another project in the Guide.
Section 17
PUBLIC INPUT ON CAPITAL IMPROVEMENT NEEDS
17.1 Citizen Input -
17.1.1 Citizen Input Form — In order to obtain input from the citizens on projects to be
included in a bond election, a "Citizen Input Form" is made available on the City's
website at http://www.cctexas.com. The form provides a place for citizens to list in
priority the projects they feel should be considered in the next bond election. It also
provides a place for the reasoning in choosing those particular projects. The results of the
citizen input forms would then be compiled and presented to the City Council so that a
slate of projects could be prepared for the bond election.
17.1.2 Town Hall Meetings — City Council members also hold Town Hall meetings in
their respective districts to obtain input from citizens on the projects they would like
considered for a bond election. All the suggestions from the Town Hall meetings would
then be compiled and presented to the City Council for discussion to be included on the
slate of projects for the bond election.
17.2 Citizen Advisory Committee — At the discretion of the City Council, a Citizen Advisory
Committee may be formed to initiate the development of a multi-year financing and
management tool that identifies public facility and equipment requirements, places these
requirements in order of priority, and schedules them for funding and implementation.
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Section 18
DEFINITIONS
18.1 Definitions:
a. Amortization Risk — The cost to the issuer of servicing debt or honoring swap
payments due to mismatch between bonds and the notional amount of the swap
outstanding.
b. Arbitrage — The investment of proceeds from tax-exempt debt in taxable securities to
benefit from the differential in yields.
c. Basis Risk — The mismatch between actual variable rate debt service and variable rate
indices used to determine swap payments.
d. Bond Covenant — An agreement that the issuer is obligated to perform by virtue of
issuing its bonds.
e. Call Dates — The date, prior to maturity, on which a callable bond may be redeemed.
f. Call Premium — The price, as established in the bond covenant, at which bonds will
be redeemed.
g.
Call Provisions — A clause in a bond contract granting the issuer the right to buy back
all or part of an issue prior to the maturity date.
h. Capital Lease — A contract for the purchase of capital equipment through installment
payments.
i. Commercial Paper — Short-term, unsecured promissory notes usually backed by a line
of credit with a bank. Maturities do not exceed 270 days.
J.
Competitive Sales — A sale whereby the issuer determines the bond structure and
solicits bids. The bonds are then awarded to the underwriting firm that submits the
lowest interest costs for the debt.
k. Continuing Disclosure — The principal that accurate and complete information
material to the transaction, which potential investors would be likely to consider
material in making investment decisions with respect to the secunties, be made
available on an ongoing basis.
1. Counterparty Risk — The risk that the other party to an agreement will default.
m. Counterparties — The parties to an interest rate swap.
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n. Credit Risk — The risk that an issuer of debt securities or a borrower may default on
its obligations, or that the payment may not be made on a negotiable instrument (i.e.,
the occurrence of an event modifying the credit rating of the issuer or its
counterparty).
o. De minimis amount — Any failure to satisfy the final spending requirement of the 18 -
month exception or the 24 -month exception is disregarded if the issuer exercises due
diligence to complete the project financed and the amount of the failure does not
exceed the lesser of 3 percent of the issue price of the issue or $250,000.
p. Defeasance — The setting aside by a borrower of cash or bonds sufficient to service
the borrower's debt. These are refunded bonds for which the payment of principal and
interest has been assured through the structuring of a portfolio of government
securities, the principal and interest on which will be sufficient to pay debt service on
the refunded, outstanding bonds. When a bond issue is defeased, the claim on the
revenues of the issuer is usually eliminated. Both the borrower's debt and the
offsetting cash or bonds are removed from the balance sheet.
Derivative Security — A financial security, such as an option or future, whose value is
derived in part from the value and characteristics of another security, the underlying
asset.
q.
r. General Obligation —Bonds backed by the annual levy of an ad valorem tax as
necessary, within the limits prescribed by law (if any), to pay off the bonds.
s. Hedge — A transaction that reduces the risk of an investment.
t. Interest Rate Management Agreement — An agreement entered into in connection with
the issuance of debt by an issuer or in connection with debt already outstanding, with
a counterparty to provide for an exchange of payments based upon fixed and/or
variable interest rates.
u. Interest Rate Risk — The chance that a security's value will change due to a change in
interest rates. For example, a bond's price drops as interest rates rise.
v. Interest Rate Swap Agreement — A binding agreement between counterparties to
exchange periodic interest payments on some predetermined dollar principal, which is
called the notional principal amount. For example, one party will pay fixed and
receive variable.
w. Issuance Costs — The expenses associated with the sale of new securities, including
such items as underwriter's spread, printing, legal fees and rating costs.
x. Liquidity Risk — The risk that arises from the difficulty of selling an asset in a timely
manner.
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y. Negotiated Sales — A sale whereby the issuer selects an underwriter in advance so that
the underwriter can assist with determining the appropriate structure of the bonds.
z. Notional Principal Amount — In an interest rate swap, the predetermined dollar
principal on which the exchanged interest payments are based
aa. Private Placement — A sale whereby the issuer sells the bonds directly to an
institutional investor.
bb. Reasonable Retainage — An amount, not to exceed five percent of available
construction proceeds, that is retained for reasonable business purposes relating to the
property financed with the proceeds of the issue. For example, a reasonable retainage
may include a retention to ensure or promote compliance with a construction contract
in circumstances in which the retained amount is not yet payable, or in which the
issuer reasonably determines that a dispute exists regarding completion or payment.
cc. Refunding Bonds — A bond issued to retire a bond already outstanding that may be
sold for cash and outstanding bonds redeemed with cash or exchanged with holders of
outstanding bonds.
dd. Rollover Risk — The risk that results when a swap contract does not have the same
terms with the unrelated bonds (ie. the mismatch of the maturity of a swap and the
maturity of the underlying bonds).
ee. Syndicate — A group of banks that acts jointly, on a temporary basis, to loan money
in a bank credit (syndicated credit) or to underwrite a new issue of bonds.
ff. Tax Anticipation Notes — Short-term notes issued in anticipation of collections of
taxes.
gg. Tax Event Risk — The risk that the spread between taxable and tax-exempt rates will
change as a result of the changes in income tax laws or other conditions.
hh. Termination Risk — The need to terminate a transaction in a market that dictates a
termination payment by the issuer.
ii. Variable Rate Debt — Bonds with interest rates that fluctuate based upon an index or
pricing procedure. These bonds often offer lower interest rates and have short
maturities.
hh. Yield Burning — A municipal bond financing method. Underwriters in advance
refundings add large markups on U.S. Treasury bonds bought and held in escrow to
compensate investors while waiting for repayment of old bonds after issuance of the
new bonds. Since bond prices and yields move in opposite directions, when the bonds
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are marked up, they "burn down" the yield, which may violate federal tax rules and
diminishes tax revenues.
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