HomeMy WebLinkAboutC2017-617 - 3/28/2017 - NA PRIVATE PLACEMENT AGREEMENT
THIS PRIVATE PLACEMENT AGREEMENT (the "Agreement"), dated June 5, 2017 is between
SAMCO Capital Markets, Inc. ("SAMCO")and the City of Corpus Christi,Texas(the "City").
WHEREAS, SAMCO proposes to serve as private placement agent in connection with the issuance
of the up to $27,500,000* City of Corpus Christi, Texas Utility System Revenue Refunding Bonds,
Series 2017A(the "Bonds"),and the City has decided to engage SAMCO for the such purpose and;
NOW, THEREFORE, I n consideration of the covenants set forth herein, SAMCO and the City
agree as follows:
Based on such understanding:
A. Agreement to Hire and Provide Services. The City hereby engages SAMCO as its private
placement agent in connection with the Bonds. As such private placement agent, SAMCO will,
effective immediately upon the signing of the Agreement, provide services necessary to obtain
financing including, but not limited to, negotiating the terms, rates, and conditions of the
Bonds, the proceeds of which will be used refinancing certain outstanding obligations of the
City and the payment cost related to the issuance of the Bonds. The City and SAMCO
understand that time is of the essence and are committed to completing the financing in a
timely manner and provide our services on a best effort basis.
B. Agreement to Provide Information. The City agrees to provide SAMCO with information
relating to the City and other information that will be required by SAMCO to provide the
services described herein.
C. Costs of Issuance. SAMCO will pay its own out-of-pocket expenses consisting of office
supplies,travel, computer time and administrative services. The City will be responsible for all
other costs associated with the financing to be paid to the extent permitted by law from Bond
proceeds.
D. Compensation. SAMCO will receive a private placement agent fee from Bond proceeds in an
amount of$5,000.00. No compensation will be due in the event the Bond proceeds are not
delivered to the City.
Notwithstanding SAMCO providing service and information as described above, SAMCO is not
acting as the Municipal Advisor for the City; rather SAMCO is acting solely as a placement agent.
Further, the City has made known to SAMCO, and SAMCO is relying on the fact, that the City has
employed M. E. Allison& Co., Inc. as their Independent Registered Municipal Advisor.
CITY OF CORPUS CHRISTI, TEXAS SAMCO CAPIT , • ' TS,INC.
By: �,
,� •oto . -C-1-- -P • .
Title: Director of Financial Services Title: Sent• '• . aging Director
Date: .lung 19 2097 Date: _ KG /2 019/ .
L_.%3\J.... Ku.
* Preliminary subject to change Z 1
C2017-617 iY COUNCIL.__ . .... . .
3/28/17
SECRETA
SAMCO Capital Markets Inc.
SCANNED
CERTIFICATE OF INTERESTED PARTIES FORM 1295 1
1of1
Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos,1,2,3,5,and 6 ii there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number. tt'
of business. 2017-222900
SAMCO Capital Markets,Inc.
Austin,TX United States Date Filed: +11
2 Name of governmental entity or state agency that Is a party to the contract for which the form Is 06/1312017
being filed.
City of Corpus Christi,Texas Due ck god: d
�1 27 u� 11
3 Provide the Identification number used by the governmental entity or state agency to track or identify the c and provide a
description of the services,goods,or other property to be provided under the contract
CC USRR Bonds,Srs 2017A(PA)
City of Corpus Christi,Texas Utility System Revenue Refunding Bonds,Series 2017A
4 Nature of Interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling Intermediary
Westerman,Duane San Antonio,TX United States X
Mannes,Joe Austin,TX United States X
Engemoen,Roger Austin,TX United States X
8 Check only if there Is NO Interested Party. 0
b AFFIDAVIT I swear or affirm,under penalty of perjury,that the above disclosure is true and correct
"off VERONICA ALONZO
tt Notary Fubtic,RAole OI Teeos
E%; _=Comm Expires 01.062020 /
�'`��� Notary f0 130467212 • IC: ::,)frjeS authorized agent of contracting business entity
AFFIX NOTARY STAMP/SEAL ABOVE / '.+
Sworn to and subscribed before me,by the said Dwv' LL.WI t!v YY44n ,this the I'11-kt day of_..)uhf ,
20 )l ,to certify which,witness my hand and seal of office.
0t -MA41. 01°11'M U2ro raj ccs. Al a►z.a AS Soc1 ale
Signature of officer administering oath Printed name of officer administering oath Title of officer administering oath
4#71
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.883
SCANNED