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HomeMy WebLinkAboutReso - CC - 076-1976WJML:I'—T':pn 9/16/76 RESOLUTION NO. 76-76 A RESOLUTION APPOINTING FINANCIAL CONSULTANT CONVENTTION CENTER PROJECT RESOLVED, by the City Council of the City of Burlingame, California, that 1. The firm of Hornblower and Weeks -Hemphill, Noyes, Inc., is hereby appointed to act as financial consultant for the City of Burlingame in connection with the financing of the proposed con- vention center project. 2. The services to be performed and provided by said firm and the compensation to be paid therefor are set forth in a letter proposal dated in form hereto attached and made a part hereof by reference, which proposal was hereby approved, and the Mayor is hereby authorized to execute said proposal, on behalf of the City, and the City Clerk is authorized to attest his signature and to affix the corporate seal of the City thereto. 3. It is understood and agreed that, pursuant to the terms of said proposal, compensation to said firm is payable solely from the proceeds of -sale of bonds, and if said bonds are not sold for any reason, the City is under no obligation to pay any fees or compensation pursuant to said proposal or otherwise. I hereby certify that the foregoing is a full, true and correct copy of a resolution duly passed and adopted by the City Council of the City of Burlingame, California, at a regular meeting thereof held on the 20th day of September , 1976, by the following vote: AYES, and in favor thereof, Councilmembers:Amstrup-Crosby Harrison, Mangini, Martin NOES, Councilmembers: None ABSENT, Councilmembers:Q�None n or APPROVED: Cir Clerk �0.. ' , , [ 1ORNBLOW ER %WEI<;- EMPHU-1,NK)E7 PUBLIC FINANCE DIVISION Incotpmuwd September 14, 1976 Honorable Mayor and City Council City of Burlingame 501 Primrose Road Burlingame, California 94010 Gentlemen: Pursuant to your request, we are submitting this proposal to serve as financing consultant in connection with the proposed convention center development to be undertaken jointly by the City of Burlingame, the Redevelopment Agency of the City, and a joint exercise of powers authority to be created by the Agency and the City pursuant to Section 6500 et seq. of the Government Code of the State of California. Assuming the representations made by the developer are confirmed by an independent economic feasibility study, we feel the proposed project is viable and can be accomplished under the program generally approved by you in principal by your resolutions. As financing consultant, we will provide the services outlined below. THE SERVICES: 1. As financing consultant to the City, Hornblower will work with the City staff and bond counsel in selecting a firm to undertake an economic feasibility study which would 1) project the cash flow for the convention center and related facilities, and 2) determine the potential demand for a facility of the type proposed. The basic purpose of the economic feasibility study would be two -fold. First, it should determine whether projected revenues would be sufficient to meet debt service and operating costs; and secondly, it should determine financial feasibility to potential bond buyers. Said study would be summarized in the disclosure documents and possibly reproduced in total and distributed to potential bond buyers. Said study should be conducted by a firm nationally recognized as competent in the field of economic consulting. 351 CALIFORNIA STREET ' SAN FRANCISCO, CA 94104 • Telephone (415) 982-1961 Honorable Mayor and City Council City of Burlingame Page Two September 14, 1976 2. After the economic feasibility consultant has been selected by the City, Hornblower will work with said consultant in developing a format acceptable to potential bond buyers and to the City. We will see that the economic feasibility report covers those areas which are of basic concern to the investing public and to the City. 3. Hornblower will work with your bond counsel in recommending specific terms and conditions of the joint powers agreement, the required lease agreements, the bond resolution, and any other documents relating to the proposed bonds and/or their security. 4. Upon direction of the City to proceed, Hornblower will prepare the text of a bond prospectus for sale of the securities. Said prospectus will include a description of the bonds and their security, the parties to the agreements, the project, and pertinent financial and economic data. In the preparation of such prospectus we will exercise due diligence in the ascertain- ment of all material facts and circumstances regarding the project and in their disclosure in the prospectus. Said prospectus will be printed and mailed, together with copies of the official notice of sale and basic legal documents, to a comprehensive list of prospective bidders. 5. At the direction of the City to proceed, we will contact one or more rating agencies and provide them with sufficient information to obtain a rating on the bonds prior to their sale. 6. If necessary or desirable, Hornblower will represent the city at an information meeting or meetings in New York, San Francisco and/or Los Angeles. (Depending upon the results of the feasibility study and/or the status of the municipal bond market, such meetings may or may not be necessary.) 7. During the entire course of employment, we will be available at reasonable times for consultation and advice on aspects relating to the bond program. PAYMENT FOR SERVICES: For services to be rendered hereunder, we propose a fee for each sale of bonds in an amount equal to one percent (1FO) of the principal amount of bonds sold. Said fee would become pay- able only upon and subject to receipt by the issuing entity of bond proceeds and would be payable solely from such proceeds and not otherwise. Honorable Mayor and City Council City of Burlingame Page Three September 14, 1976 OTHER CONSIDERATIONS: It is understood that Hornblower & Weeks -Hemphill, Noyes Incorporated would be employed to render a professional service within the scope of its training and experience as a municipal financial consultant, and payments made to it are compensation solely for such service and advice. Outside of its office overhead and traveling expenses within the State of California, Hornblower & Weeks -Hemphill, Noyes Incorporated would not be responsible for nor held liable for any other expense of any kind, including: a. Any and all legal, economic feasibility consulting, and/or engineering or architectural expense; b. Any printing, advertising or publicity of such material as Hornblower & Weeks - Hemphill, Noyes Incorporated may prepare for the City, Agency, and/or Authority in connection with the project; c. Any charges by rating agencies for rating the bonds; d. Any out-of-pocket expenses in connection with travel outside of the State of California. It is understood that this is a personal service agreement and Hornblower & Weeks -Hemphill, Noyes Incorporated agrees that project direction and supervision will be performed by and will be the responsibility of Paul G. Dinkelspiel, Vice President and Manager of the Public Finance Division of Hornblower & Weeks -Hemphill, Noyes Incorporated, 351 California Street, San Francisco, California. If the arrangements outlined above are satisfactory, a resolution or minute order employing Hornblower & Weeks -Hemphill, Noyes Incorporated according to the terms stated in this letter will enable us to begin work immediately on behalf of the City. The obligations under Honorable Mayor and City Council City of Burlingame Page Four September 14, 1976 this agreement may be transferred by the City to the Redevelopment Agency and/or a joint exercise of powers authority created by the City and the Agency. truly yours, HORNBLO R! & WEEKS -HEM I � l �L Paul G� Drnleelspiel,, Public Finance Division POD:mt ,NOYESINCORPORATED Accepted this 22nd day of September , 1976 by order of the City Council of the City of Burlingame, California approving such employment. ATTEST: 2 CITY MANAGE