Michael L. Fitzgerald, Treasurer of State REQUEST FOR
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Michael L. Fitzgerald, Treasurer of State REQUEST FOR PROPOSALS LEAD MANAGING AND CO-MANAGER UNDERWRITERS TOBACCO SETTLEMENT ASSET-BACKED BONDS ISSUING OFFICE State of Iowa Treasurer’s Office Issued on January 22, 2021 1. INTRODUCTION 1.1 In 2000, the General Assembly enacted HF 2579 creating the Tobacco Settlement Authority (the “Authority” or “TSA”) in order to provide the framework to allow for the securitization of payments stemming from the 1998 Master Settlement Agreement. During the 2001 legislative session, SF 532 was approved, which authorized the securitization of the Tobacco Settlement Revenues (“TSRs”) and the subsequent sale by the State of 100% of the TSRs to the Authority. In October of 2001 the Authority issued $644,245,000 of Series 2001 Tobacco Settlement Asset-Backed Bonds (the “Series 2001 Bonds”) comprising $604,245,000 of tax-exempt bonds and $40,000,000 of taxable bonds. Seventy-eight percent (78.0%) of the available TSRs was pledged for the repayment of the Series 2001 Bonds. On November 30, 2005, the TSA issued $831,962,030 of Series 2005 Tobacco Settlement Asset- Backed Bonds (the “Series 2005 Bonds”) in order to fully refund the outstanding Series 2001 Bonds, of which $609,052,030 were tax-exempt and $222,910,000 were taxable. The Authority is a body both corporate and politic, created for the sole purpose of purchasing and receiving any assignment of the TSRs and issuing obligations to fund that purchase. The Authority is comprised of three members: the Treasurer of State, the Auditor of State and the Director of the Department of Management. The Authority is considering a refunding and restructuring of the outstanding Series 2005 Bonds that may involve the issuance of one or more series of taxable and/or tax-exempt bonds (the “Refunding Bonds”). The structure and timing of any transaction is subject to change based on, among other factors, interest rates in the taxable and tax-exempt markets and dynamics within the tobacco bond market. Chapter 12E of the Iowa Code authorizes the Authority to issue refunding bonds. Under Section 12.30 of the Iowa Code, the Treasurer of State (the “Treasurer”) is authorized to select financing professionals for authorities or state agencies issuing debt obligations. 1.2 The intention of this RFP is to select qualified firms to serve as lead managing underwriter and co-managers for a contemplated issuance of the Refunding Bonds. If your firm would like to be considered for the position of lead managing underwriter for this issuance, please indicate such in your proposal. If your firm does not wish to be considered for the position of lead manager, but would like to be considered for a co-manager position, please indicate such in your proposal. Firms proposing as lead managing underwriter will also be considered for a co-manager position, if not selected as lead managing underwriter. 1 2. ADMINISTRATIVE INFORMATION 2.1 Issuing Officer The Issuing Officer, identified below, is the sole point of contact regarding the RFP from the date of issuance until selection of the successful firms. Randi McLaughlin, Deputy Treasurer State Treasurer’s Office Lucas Building Des Moines, Iowa 50319 Email: [email protected] 2.2 Restriction on Communication and Requests for Clarification From the issue date of this RFP until announcement of the successful firms, firms may contact only the Issuing Officer, and such communication may only be via email. The Issuing Officer will respond only to questions regarding the procurement process. Firms may be disqualified if they contact any Authority board member or state employee of any department or office other than the Issuing Officer regarding this RFP. This prohibition includes the Authority’s financial advisor, transaction counsel, and disclosure counsel. The Authority has retained PFM Financial Advisors LLC as its independent financial advisor for the Refunding Bonds. Firms must submit questions via e-mail related to the interpretation of this RFP. Questions must be received by the Issuing Officer, as defined above, no later than 3:30 p.m., Central Time, January 27, 2021. Verbal questions will not be permitted. If the questions or requests for clarifications pertain to a specific section of the RFP, please reference the page and section number(s). The Treasurer’s Office will post written responses to the questions and requests for clarifications on the Treasurer’s website at www.iowatreasurer.gov on or around Monday, February 1, 2021. The written responses will be considered part of the RFP. 2.3 Downloading the RFP and Amendments from the Internet The Treasurer will post the RFP and any amendments on the Treasurer’s website at www.iowatreasurer.gov. Responding firms are advised to check the Treasurer’s website periodically for amendments to this RFP. 2.4 Procurement Timetable The following dates are set forth for informational and planning purposes; however, the Treasurer reserves the right to change the dates. Event Date RFP Issued Friday, January 22nd Written Questions Due to Issuing Officer Wednesday, January 27th, 3:30 pm CT Response by the Treasurer to Questions On or about Monday, February 1st Proposals Due Monday, February 8th, 3:30 pm CT Announce Successful Firm(s) ( Subject to Change) Week of February 15th 2 2.5 Amendment to the RFP and Bid Proposal and Withdrawal of Bid Proposal The Treasurer reserves the right to amend the RFP at any time. The firm shall acknowledge receipt of any and all amendments in its proposal. If the amendment occurs after the closing date for receipt of bid proposals, the Treasurer, in his sole discretion, allow firms to amend their bid proposals in response to the amendment if necessary. The firm may amend its bid proposal. The amendment must be in writing, signed by the firm and received by the due date and time set for the receipt of proposals. Firms who submit proposals in advance of the deadline may withdraw, modify, and resubmit proposals at any time prior to the deadline for submitting proposals. Firms must notify the Issuing Officer in writing if they wish to withdraw their proposals. 2.6 Proposal Conference No proposal conference will be held to discuss this RFP. 2.7 Submission of Proposal The firm’s proposal must be submitted via e-mail addressed to the Issuing Officer pursuant to Section 2.1 and must be received by 3:30 p.m. Central Time, February 8, 2021. This is a mandatory requirement and will not be waived by the Treasurer. Any bid proposal received after this deadline will be rejected. Firms must furnish all information necessary to evaluate their proposal. Proposals that fail to meet the mandatory requirements of the RFP will be disqualified. Verbal information provided by the firm shall not be considered part of the firm's proposal. 2.7.1 Joint proposals will not be accepted. 2.7.2 Proposals should be based solely on the material contained in this RFP or in subsequent modifications to the RFP. Firms are to disregard any draft material they may have received, any newspaper articles they may have read, and any other previous oral or written representations made regarding the subject matter of this RFP. 2.7.3 Firms are specifically notified that failure to comply with or respond to any part of this RFP that requires a response may result in rejection of its proposal. A proposal shall be rejected outright and not evaluated for any one (1) of the following reasons: 2.7.3.1 Failure of the firm to deliver the proposal by 3:30 p.m. central time on the due date. 2.7.3.2 Failure to include the required attachments (Attachments A-B) signed by an individual authorized to legally bind the firm submitting the proposal. 3 2.8 Proposal Changes and Addenda The Treasurer shall prepare written addenda in response to all pertinent questions and requests for interpretation submitted in writing. 2.9 Proposal Format These instructions prescribe the format and content of the bid proposal. They are designed to facilitate a uniform review process. Failure to adhere to the proposal format may result in the disqualification of the bid proposal. 2.9.1 The bid proposal shall be in Adobe PDF format. 2.9.2 The bid proposal shall be an attachment to an e-mail addressed to the Issuing Officer listed in Section 2.1. The subject line of the email should read: “Proposal for Underwriter for a Refunding of the 2005 Tobacco Bonds” 2.9.3 The Treasurer prefers a concise response. Bid proposals from firms responding for the role of lead managing underwriter shall be limited to no more than ten (10) pages. Bid proposals for firms responding for the role of co-manager(s) shall be limited to no more than five (5) pages. Response sections not included in the aforementioned page limits include: Transmittal Letter Section 5 – Firm Information Section 6 – Transaction Proposal: Only subsection 6.3 excluded from page limit Section 7 – Cost Proposal Attachment A – Bid Compliance and Certification Form Attachment B – Authorization to Release Information 2.10 Technical Proposal The following documents and responses shall be included in the bid proposal in the order given below: 2.10.1 Transmittal Letter One copy of the transmittal letter must be submitted as part of the proposal. The transmittal letter must clearly indicate that it is the transmittal letter, identify the firm submitting the proposal, and indicate the name, title, address, telephone number and e- mail address of the person in the firm who may be contacted by the Treasurer regarding the contents of firm’s proposal. The transmittal letter must also contain any requests for confidential treatment of information submitted by the firm as required by section 2.22 of this RFP.