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6. 01/18/2017 AgreementKEVIN MADOK, CPA MONROE COUNTY CLERK OF THE CIRCUIT COURT & COMPTROLLER DATE: January 25, 2017 TO: Lindsey Ballard, Aide to County Administrator FROM: Pamela G. Hanco4eputy Clerk SUBJECT: January 18th BOCC Meeting Enclosed is a duplicate original of Item M 13 an Agreement with PFM Financial Advisors LLC for financial advisory services for your handling. Please be sure to take this item back before the Board at the February BOCC meeting to ratify the scrivener's error (Exhibit A was not attached to die backup). Should you have any questions, please feel free to contact me at ext. 3130. Thank you. cc: County Attorney Finance File AN AGREEMENT BETWEEN MONROE COUNTY, FLORIDA AND PFM FINANCIAL ADVISORS LLC FOR FINANCIAL ADVISORY SERVICES This agreement, made and entered into this IV_hday of January 2017, by and between Monroe County (hereinafter called the "County") and PFM Financial Advisors LLC, successor - in -interest to Public Financial Management, Inc., authorized to do business in the State of Florida (hereinafter called the Financial Advisor or "PFM") sets forth the terms and conditions under which the Financial Advisor shall provide services. WITNESSETH WHEREAS, in October 2015, the Monroe County Board of County Commissioners (`BOCC") authorized the issuance of a Request for Qualifications ("RFQ") for Financial Advisory Services; and WHEREAS, the responses to the RFQ, including a proposal submitted by PFM, were duly reviewed by a selection committee; and WHEREAS, in February 2016, the BOCC approved the recommendation of the selection committee that PFM should be listed as the first place among respondents, and the BOCC authorized County staff to negotiate a contract; and WHEREAS, the County and PFM have mutually agreed to the terms and conditions under which PFM will provide financial advisory services to the County. NOW, THEREFORE, in consideration of the above mentioned premises and for the purposes of this Agreement and the various covenants, conditions, terms and provisions which follow, the parties agree as follows: I. SCOPE OF SERVICES PFM shall provide, upon request of the County Administrator or County Commission, services related to financial planning and policy development and services related to debt issuance. The services provided shall include but not necessarily be limited to the following: 1) Services related to Financial Planning and Policy Development upon request of the County: a) Assist the County in the formulation of Financial and Debt Policies and Administrative Procedures. b) Review current debt structure, identifying strengths and weaknesses of structure so that future debt issues can be structured to maximize ability to finance future capital needs. This will include, but not be limited to, reviewing existing debt for the possibility of refunding that debt to provide the County with savings. c) Analyze future debt capacity to determine the County's ability to raise future debt capital. d) Assist the County in the development of the County's Capital Improvement Program by identifying sources of capital funding for infrastructure needs. e) Assist the County with the development of the County's Financial Plan by assessing capital needs, identifying potential revenue sources, analyze financing alternatives such as pay-as-you-go, lease/purchase, short-term vs. long-term financing assessments, user fees, impact fees, developer contributions, public/private partnerships and grants. Provide budgetary and financial impact analysis of each alternative as required. f) Develop, manage and maintain computer models for long-term capital planning which provide for inputs regarding levels of ad valorem and non -ad valorem taxation, growth rates by operating revenue and expenditure item, timing, magnitude, cost of debt issuance, project operating and capital balances, selected operative and debt ratios and other financial performance measures as may be determined by the County. g) Provide debt service schedules reflecting varying interest rates, issue sizes and maturity structures as needed for feasibility consultants or for related County fiscal planning. h) Attend meetings with staff, consultants and County Commission. The County will make reasonable efforts to schedule meetings and consolidate issues to minimize travel of Financial Advisor. i) Review underwriter's proposals and submit a written analysis of same to the County. j) Undertake any and all other financial planning and policy development assignments requested by County regarding bond and other financings, financial policy including budget, tax, cash management issues and related fiscal policy and programs. k) Assist the County in preparing financial presentations for public hearings and/or referendums. 1) Provide special financial services as requested by the County. 2) Services related to Debt Transactions (includes short-term financing notes, loans, letters of credit, lines of credit and bonds.) Upon request of the County: a) Analyze financial and economic factors to determine if the issuance of bonds is appropriate. b) Develop a financing plan in concert with the County's staff to include recommendations as to the timing and number of series of bonds to be issued. c) Assist the County by recommending the best method of sale, either as a negotiated sale, private placement or a public sale. In the case of a public sale, make recommendations as to the determination of the best bid. For a negotiated sale, assist in the solicitation, review and evaluation of any investment banking proposals, and provide advice and information necessary to aid in such a selections. d) Advise as to the various financing alternatives available to the County. e) Develop alternatives related to debt transactions including evaluation of revenues available, maturity schedules and cash flow requirements. f) Identify key bond features and advise on provisions regarding security, reserve fund, flow of funds, redemption provisions, additional parity debt tests, etc. g) Evaluate benefits of bond insurance and/or security insurance for debt reserve fund. h) If necessary, develop credit rating presentation and coordinate with the County the presentation to the rating agencies. i) Assist the County in the procurement of other services relating to debt issuance such as printing, paying agent, registrar, etc. j) Review the reports of accountants, independent engineers and other project feasibility consultants to ensure that such studies adequately address technical, economic and financial risk factors affecting marketability of any proposed revenue debt issues; provide bond market assumptions necessary for financial projections included in these studies; attend all relevant working sessions regarding the preparations, review and completion of such independent studies; and provide written comments and recommendations regarding assumptions, analytic methods and conclusions contained therein. k) Review the requirements and submit analysis of insurance, rating agencies and other professionals as they pertain to the County's debt obligations. 1) Review the terms, conditions and structure of any proposed debt offering undertaken by the County and provide suggestions, modifications and enhancements where appropriate and necessary to reflect the constraints of current financial policy and fiscal capability. m) Provide regular updates on tax-exempt bond market conditions and advise the County as to the most advantageous timing for debt issuance. n) Assist and advise the County in negotiations with investment banks regarding fees, pricing of bonds and final terms of any security offering and provide written recommendation regarding a proposed offering. Provide assurance that the pricing is the most advantageous at time of issuance. 3) Special Services. Upon request of the County: a) Impact fee financial analysis. b) Review of County proposals for grants. c) Rate analysis. d) Budget and financial management analysis. e) Referendum assistance. f) Legislative initiatives. g) Other, as requested. ��. WORK SCHEDULE The services of the Financial Advisor are to commence as soon as practicable after the execution of this Agreement and a request by the County for such service, and shall be undertaken for each financial transaction or project and completed as to assure completion in a manner and time which are in accordance with the purpose of this Agreement. Services which are not related to a particular transaction shall be completed as agreed between the County and the financial Advisor. III. REGISTERED MUNICIPAL ADVISOR; REQUIRED DISCLOSURES 1. PFM is a registered municipal advisor with the Securities and Exchange Commission (the "SEC") and the Municipal Securities Rulemaking Board (the "MSRB"), pursuant to the Securities Exchange Act of 1934 Rule 1513al-2. If Client has designated PFM as its IRMA for purposes of SEC Rule 15Ba1-I(d)(3)(vi) (the "IRMA exemption"), then services provided pursuant to such designation shall be the services described in Exhibit A hereto, subject to any limitations described thereon. PFM shall not be responsible for, and shall be held harmless from and against any party in connection with, verifying that PFM is independent from any other party seeking to rely on the IRMA exemption (as such independent status is required pursuant to the IRMA exemption, as interpreted from time to time by the SEC). Client acknowledges and agrees that any reference to PFM, its personnel and its role as IRMA, including in the written representation of Client required under SEC Rule 1513a1-l(d)(3)(vi)(B) shall be subject to prior approval by PFM. Client further agrees not to represent that PFM is Client's IRMA with respect to any aspect of a municipal securities issuance or municipal financial product, outside of the scope of services without PFM's prior written consent. 2. MSRB Rule G-42 requires that municipal advisors make written disclosures to its Clients of all material conflicts of interest and certain legal or disciplinary events. Such disclosures are provided in PFM's Disclosure Statement delivered to Client together with this Agreement. IV. FINANCIAL ADVISORY COMPENSATION For the services described, PFM's professional fees and expenses shall be paid as follows: For services related to financial planning and policy development the County shall pay PFM $2,500 monthly for unlimited services. 2. For services related to Debt Transaction, (including Bonds but excluding resource recovery) PFM shall receive $1.00 per $1,000 of debt issued with a minimum transaction fee of $25,000 per transaction. For a refunding and competitive issue, PFM's fee will be an additional $7,500 per transaction per service. For services related to Special Services, PFM shall receive an hourly rate as outlined below: HOURLY RATE FEE Managing Director $175.00 Senior Managing Consultant $160.00 Managing Consultant $150.00 Consultant $130.00 Analyst $110.00 Clerical No charge Administrative No charge 4 Reimbursable Expense In addition to the above, PFM will be compensated for necessary, reasonable, and documented out-of-pocket expense incurred for travel, meals, lodging as in the amounts authorized by Section 112. 061, Florida Statutes, telephone, mail, and other ordinary cost and any actual extraordinary cost for graphics, printing, data processing and computer time which are incurred by PFM. Appropriate documentation will be provided. For services and expenses related to financial planning, PFM will invoice the County monthly. For services related to Debt Transaction the County will be invoiced by PFM upon completion of the transaction to be paid from the proceeds of the financing. The County and the Financial Advisor reserve the right, during the term of this Agreement, to review the method of compensation. v. TERMS AND TERMINATION This agreement shall be for a term of five (5) years commencing upon the date first written above ("Effective Date"). IV. ASSIGNABILITY The Financial Advisor shall not assign any interest in this Agreement or subcontract any of the work performed under the Agreement and shall not transfer any interest in the same without the prior written consent of the County. v. INFORMATION TO BE FURNISHED TO THE FINANCIAL ADVISOR All information, data, and reports in the possession of the County necessary for carrying out the work to be performed under this Agreement shall be furnished to the Financial Advisor without charge by the County, and the County shall cooperate with the Financial Advisor in every way possible. vi. NOTICES When either party desires to give notice unto the other, it must be given by written notice, sent by registered United States mail, with return receipt requested, addressed to the party for whom it is intended, at the place last specified, and the place for giving notice in compliance with the provisions of this paragraph. For the present, the parties designate the following as the respective places for giving notice, to- wit: FOR MONROE COUNTY: Mr. Roman Gastesi County Administrator 1100 Simonton St. Key West, FL 33040 FOR THE FINANCIAL ADVISOR: Mr. Sergio Masvidal PFM Financial Advisors LLC 255 Alhambra Circle, Suite 404 5 Coral Gables, FL 33134 vii. TITLE TRANSFER The products of this Agreement shall be the sole and exclusive property of the County upon completion or other termination of this Agreement. The Financial Advisor shall deliver to the County copies of any and all material pertaining to the Agreement. vin. FINANCIAL ADVISOR'S REPRESENTATIVES A. Assignment of Named Individuals The following named individuals from PFM shall provide the services set forth in this Agreement: Sergio Masvidal, Managing Director — Engagement Manager David M. Moore, Managing Director — Management Support Nicklas Roccas, Sr. Managing Consultant — Senior Project Support Pedro Varona, Sr. Analyst, and Robert Wilson, Analyst — Analytical and Technical Support Todd Frazier, CFA, Managing Director and Head of PFM's Pricing Group — Pricing Group B. Changes in Staff Requested by the County The County has the right to request, for any reason, PFM to replace any member of the advisory staff. Should the County make such a request, PFM shall promptly suggest a substitute for approval by the County. IX. INDEMNIFICATION PFM shall defend, indemnify and hold harmless the County as outlined below. PFM covenants and agrees to indemnify, hold harmless and defend Monroe County, its commissioners, officers, employees, agents and servants from any and all claims for bodily injury, including death, personal injury, and property damage, including damage to property owned by Monroe County, and any other losses, damages, and expenses of any kind, including attorney's fees, court costs and expenses, which arise out of, in connection with, or by reason of services provided by PFM or any of its subcontractor(s), occasioned by the negligent errors, or other intentionally wrongful acts or omissions of PFM, its subcontractor(s), their officers, employees, servants or agents. In the event that the service is delayed or suspended as a result of PFM's failure to purchase or maintain the required insurance, PFM shall indemnify the County from any and all increased expenses resulting from such delay. The first ten dollars ($10.00) of remuneration paid to PFM is consideration for the indemnification provided for above. The extent of liability is in no way limited to, reduced or lessened by the insurance requirements contained elsewhere within this agreement. x. FINANCIAL ADVISOR'S REPRESENTATIVES -- INSURANCE PFM shall be responsible for all necessary insurance coverage as indicated below. Certificates of Insurance must be provided to Monroe County within fifteen (15) days after award of contract, with Monroe County BOCC listed as additional insured as indicated. If the proper insurance forms are not received within the fifteen (15) day period, the contract may be awarded to the next selected PFM. Policies shall be written by companies licensed to do business in the State of Florida and having an agent for service of process in the State of Florida. Companies shall have an A.M. Best rating of A- or better. The required insurance shall be maintained at all times while PFM is providing service to County. Worker's Compensation Statutory Limits Employers' Liability Insurance Bodily Injury by Accident $500,000 Bodily Injury by Disease, policy limits $500,000 Bodily Injury by Disease, each employee $500,000 General Liability, including Premises Operation Products and Completed Operations Blanket Contractual Liability Personal Injury Liability Expanded Definition of Property Damage The policy shall provide minimum limits of $500,000 Combined Single Limit. If split limits are provided, the minimum limits acceptable shall be: $300,000 per person $500,000 per occurrence $200,000 property damage Vehicle Liability (non -owned and hired vehicles) $300,000 Combined Single Limit. (PFM has no owned vehicles) If split limits are provided, the minimum limits acceptable shall be: $200,000 per person $300,000 per occurrence $200,000 property damage Professional Liability $1,000,000 per Claim $2,000,OOOAggregate Monroe County shall be named as an Additional Insured on the General Liability policy. All insurance policies are not subject to cancellation, nonrenewal, material change, or reduction in coverage unless a minimum of (30) days prior notification is given to the County by the insurer, with the following exception: Professional liability is non -cancellable except for nonpayment of premium. PFM is current on all payments of premiums. See attached Insurance Statement regarding notice of material changes. xi. MISCELLANEOUS A. PFM shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Each party to this Agreement or their authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement and for four years following the termination of this Agreement. New language required by F.S. 119.0701: Pursuant to F.S. 119.0701, PFM and its subcontractors shall comply with all public records laws of the State of Florida, including but not limited to the obligation to: a. Keep and maintain public records required by Monroe County in order to perform the service. b. Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Florida Statutes, Chapter 119 or as otherwise provided by law. c. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if PFM does not transfer the records to the public agency. d. Upon completion of the contract, transfer, at no cost, to Monroe County all public records in possession of PFM or keep and maintain public records required by the public agency 8 to perform the service. If PFM transfers all public records to the public agency upon completion of the contract, PFM shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If PFM keeps and maintains public records upon completion of the contract, PFM shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to Monroe County, upon request from the public agency's custodian of records, in a format that is compatible with the information technology systems of Monroe County. IF PFM HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO PFM' S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, BRIAN BRADLEY, AT (305) 292-3470, bradley-briangmonroecounty-fl. oovv, c/o Monroe County Attorney's Office, 1111 12th St., Suite 408, Key West FL 33040. B. Governing Law, Venue, Interpretation, Costs, and Fees: This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Agreement, the County and PFM agree that venue will lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. The County and PFM agree that, in the event of conflicting interpretations of the terms or a term of this Agreement by or between any of them the issue shall be submitted to mediation prior to the institution of any other administrative or legal proceeding. C. Severability. If any term, covenant, condition or provision of this Agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this Agreement would prevent the accomplishment of the original intent of this Agreement. The County and PFM agree to reform the Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. D. Attorney' s Fees and Costs. The County and PFM agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, court costs, investigative, and out-of-pocket expenses, as an award against the non -prevailing party, and shall include attorney's fees, courts costs, investigative, and out-of-pocket expenses in appellate proceedings. Mediation proceedings initiated and conducted pursuant to this Agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of Monroe County. E. Binding Effect. The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of the County and PFM and their respective legal 9 representatives, successors, and assigns. F. Authority. Each party represents and warrants to the other that the execution, delivery and performance of this Agreement have been duly authorized by all necessary County and corporate action, as required by law. G. Claims for Federal or State Aid. PFM and County agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose of this Agreement; provided that all applications, requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. H. • Adjudication of Disputes or Disagreements. County and PFM agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If no resolution can be agreed upon within 30 days after the first meet and confer session, the issue or issues shall be discussed at a public meeting of the Board of County Commissioners. If the issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement or by Florida law. I. Nondiscrimination. County and PFM agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any party, effective the date of the court order. County or PFM agree to comply with aU Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VI of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination on the basis of race, color or national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101-6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol and drug abuse patent records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s. et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 1201 Note), as maybe amended from time to time, relating to nondiscrimination on the basis of disability; 10) Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties to, or the subject matter of, this Agreement. J. Cooperation. In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Agreement, County and PFM agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Agreement or provision of the services under this Agreement. County and PFM specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 10 K. Covenant of No Interest. County and PFM covenant that neither presently has any interest, and shall not acquire any interest, which would conflict in any manner or degree with its performance under this Agreement, and that only interest of each is to perform and receive benefits as recited in this Agreement. L. Code of Ethics. County agrees that officers and employees of the County recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. M. No Solicitation/Payment. The County and PFM warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for it, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for it, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of the provision, PFM agrees that the County shall have the right to terminate this Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. N. Public Access. The County and PFM shall allow and permit reasonable access to, and inspection of, all documents, papers, letters or other materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the County and PFM in conjunction with this Agreement; and the County shall have the right to unilaterally cancel this Agreement upon violation of this provision by PFM. O. Non -Waiver of Immunity. Notwithstanding he provisions of Sec. 286.28, Florida Statutes, the participation of the County and PFM in this Agreement and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall any contract entered into by the County be required to contain any provision for waiver. P. Privileges and Immunities. All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the County, when performing their respective functions under this Agreement within the territorial limits of the County shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the County. Q. Legal Obligations and Responsibilities: Non -Delegation of Constitutional or Statutory Duties. This Agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Agreement is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the County, except to the extent permitted by the Florida constitution, state statute, and case law. 11 R. Non -Reliance by Non -Parties. No person or entity shall be entitled to rely upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any third -party claim or entitlement to or benefit of any service or program contemplated hereunder, and the County and PFM agree that neither the County nor PFM or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Agreement. S. Attestations. PFM agrees to execute such documents as the County may reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a Drug -Free Workplace Statement. T. No Personal Liability. No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Agreement or be subject to any personal liability or accountability by reason of the execution of this Agreement. U. Execution in Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Agreement by singing any such counterpart. V. Section Headings. Section headings have been inserted in this Agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Agreement and will not be used in the interpretation of any provision of this Agreement. WITNESS THEREOF, the County and Financial Advisor have executed this indicated below. n Madok, BOARD OF COUNTY W , Clerk COMMISSIONERS OF MONROE COUN Y, FLORID I By. �C4•ti�a. �K/ Deputy Clerk Sate: 19, 2-1 Ln C"i r- c MONROE COUNTY ATTORRNNjEY AP ROVE AST�O F;O�' NTHIA L. HALL 12 ASSISTANT COUNTY ATTORNEY Date I'z- -;t(- ©I� Mayor/Chairperson Date: i g z PFM FINANCIAL ADVISORS LLC By: Title: _:56*�'a I_WV) dv/ Date: LOBBYING AND CONFLICT OF INTEREST CLAUSE SWORN STATEMENT UNDER ORDINANCE NO.010-1990 MONROE COUNTY, FLORIDA ETHICS CLAUSE PFM Financial Advisors LLC is (Company) "...warrants that he/it has not employed, retained or otherwise had act on his/her behalf any former County officer or employee in violation of Section 2 of Ordinance No. 010-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 010-1990. For breach or violation of this provision the County may, in its discretion, terminate this Agreement without liability and may also, in its discretion, deduct from the Agreement or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former County officer or employee." rgnature) Date: December 14, 2016 STATE OF: PENNSYLVANIA COUNTY OF: PHILADELPHIA Subscribed and sworn to (or affirmed) before me on December 14, 2016 (date) by Steve Boyle (name of affiant). He/&M is personally known mission Expires: _ May 8. 2017 COMMONWEALTH OF PENNSYL.VANIA NOTARIAL SEAL JENNIFER L. HOWELL, Notar/ Public City of Philadelphia, Phil County nay Commission Expires Play 8, 2Q i 7 34 of 45 NON -COLLUSION AFFIDAVIT I, Steve Boyle of the city of Philadelphia according to law on my oath, and under penalty of perjury, depose and say that 1. 1 am Secretary & Treasurer of the firm of PFM Financial Advisncs Ll C; the bidder making the Proposal for the project described in the Request for Proposals for Financial Advisory Services and that I executed the said proposal with full authority to do so; 2. The prices in this bid have been arrived at independently without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor; 3. Unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to bid opening, directly or indirectly, to any other bidder or to any competitor; and 4. No attempt has been made or will be made by the bidder to induce any other person, partnership or corporation to submit, or not to submit, a bid for the purpose of restricting competition; 5. The statements contained in this affidavit are true and correct, and made with full knowledge that Monroe County relies upon the truth of the statements contained in this affidavit in awarding contracts for said project. (Sign re) Date: December 14. 2016 STATE OF: PENNSYLVANIA COUNTY OF: PHILADELPHIA Subscribed and sworn to (or affirmed) before me on December 14. 2016 (date) by Steve Boyle (name of affiant). He/She is personally known to me erhas pFedUsed ARY PU13W My Commission Expires: May 8, 2017 COMMONWEALTH OF PENNSYLVANIA NOTARIAL SEAL JENNIFER L. HOWELL, Notary Public 35 of 45 city of Philadelphia, Phila. County My commission Expires tft 8, 2017L DRUG -FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statutes Section 287.087 hereby certifies that: PFM Financial Advisors LLC (Name of Business) 1. Publishes a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Informs employees about the dangers of drug abuse in the workplace, the business' policy of maintaining a drug -free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Gives each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4. In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 (Florida Statutes) or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5. Imposes a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, or any employee who is so convicted. 6. Makes a good faith effort to continue to maintain a drug -free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm com lies fully with the above requirements. (Sig ure) STATE OF: PENNSYLVANIA Date: December 14. 2016 COUNTY OF: PHILADELPHIA Subscribed and sworn to (or affirmed) before me on 12/14/2016 (date) by Steve Boyle (name of affiant). He/She is personally known to me 8F heS COMMONWEALTH OF PENNSYLVANIA NOTARIAL SEAL JEN14IFER L. HOWELL, Notary PUNic City of Philadelphia, Phila. CUJIIN, My Com nission Expires May 8, ?f) :7 g 36 of 45 PUBLIC ENTITY CRIME STATEMENT "A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or CONTRACTOR under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a period of 36 months fro the date of being placed on the convicted vendor list." I have read the above and state that neither PFM Financial Advisors LL (Respondent's name) nor any Affiliate has been placed on the convicted vendor list within the last 36 months. a /&� ( gnat e) STATE OF: PENNSYLVANIA COUNTY OF: PHILADELPHIA Subscribed and sworn to (or affirmed) before me on December 14. 2016 (date) by Steve Boyle (name of affiant). He/She is personally known to 17 ?�I%IONWEALTH OF FENNSYLVANI 1 NOTARIAL SEAL ~ i 7NINFER L. HO'VVELL, N-atary PubE;- City of PhiEade;ph<a, Phi+.a. COT)tV .,3� Cam r;ssicn Expires t51ay 4, 2'. i l 37 of 45 L1= QEEE3 j*ualifications for Financial Advisory Services P11-1 M The PFM Group January, 13, 2016 Public Financial Management, Inc. 255 Alhambra Orcle Site 404 Coral Gables, I'l. 33134 Sergio Masvidal, Managing Director 786-671-7480 Cover Letter 1. Qualifications and Experience of the Firm 2. Understanding of Work to be Performed 3. Staffing for this Project and Qualifications of Key Personnel 4. In-hOLJSC Capabilities of the Firrn 5. Experience Dealing with Credit Rating, Agencies 6. Accessibility and Nvailabifiti, T Ability, to Cornmunicate Con -if Financial Concepts 8. Financial Advisoti,, Services for 'T-a-x Exeiript and ISSUCS, 9. Innovative Financing Strategies 10. County Forn-is Appendices A. Comi-nonwealth of Nnnsylvania and State of 1"lorida 1..A'CCnSC B. SEC and MSRB Registrations Monroc Counvv — Proposal for Financial Advison, Scrvicc� ACE= The PFM Group Rn� 7;',O & A,4,,OfrArrrf, January 13, 2016 w Kevin Nladok, Director of Strategic Planning Monroe County 1100 Simonton Street, Suite 2- 283 Key \Vest, Florida 33040 Ill,;: Monroe County Request for Qualifications ("RFQ") for Financial Advisory Services Dear 'Nfr. Madok: Public Financial Management, Inc. ("PHNI") — an affiliate of the ITNI Group of c(-.)mpanles, which also includes ITNI .Asset T4Ianagenient LLC and TTNI Sw-al) Advisors U,C ("PFNISA-) — is pleased to submit our proposal to continue serving the Monroe County, Florida (the "County") as the County's financial advisor. PFNI was founded 40 years ago with the goal of creating ,in independent financial advisory firm with technical resources matching those of the most sophisticated V"all Street investinent banks. From the outset, PFNI has strived to be a financial advisor that is very different from our competitors. As a result, PFNI has grown to be the financial advisor Thomson RCUtCrS ranks #1 in the nation as well as the State of Florida in terms of overall issues and par amount. PFM's independence is significant, but it is just the beginning of our unique qualifications. We believe PFM is the County's best choice to continue serving as its is financial advisor because the experience and qualifications of both our firm arid project team provide the County with the highest level of service in the industry arid the most extensive knowledge of the County. 2010 - 2014 Florida Long Terrn Municipal Now Issues PfWmiaal krumC,pa; Fmartref AdVisory Rat*,mq - Ewa? fo Eacl Pnvc�aj Advisor Source 7P.ornsoo Pftirvs ObmwfMft d.4— h aff— PFM 281 Raymon. James 21 7,093,6 Firs!SodthwEW 61 6, 16CO Pubic Resources A�visory 35 3,335,0 Grouo r uri ap & ASS= ates 64 2,4344 PSC Captal Markets 46 2,055.6 Spen,um rJurmpal Sen�_,es t, 21 1,881.9 KauMan Halt & Assocates is 1,686,0 Ffasva & Associates a 1, W4.3 R.fq & A s5oc4ates 24 f,2074 20,067.9 A Leading Advisor to Florida Counties. PFM currently serves as financial advisor to numerous Florida counties, including Alachua, Brevard, Broward, Clay, Collier, Duval Oacksonville), Flagler, Highlands, lake, Leon, Marion, N'Liami-Dade, Monroe, Orange, Osceola, Palm Beach, Sarasota, St. Johns, St. l,ucie, Volusia, Walton, and Washington'. Working with these entities on a daily basis provides us in-depth knowledge of the issues encountered bN! local governnients, in today's economy; many of our South Florida clients are facing similar challenges, including build -out of usable land and the realities of chinate change on coastal communities. PFM is prepared to propose Issues. solutions to the counties faced th these and other Familiarity Nvith Monroe County. PFM has extensive knowledge of the County's credit and financing needs, based on our relationship of more than 15 years. During this time, PFM has worked wXqth County staff tee achieve and maintain an implied general obligation credit rating of Al (stable outlook-) froni Moody's Rating Agency ("Moody's"). We believe this is an impressive achievement given the global economic turmoil that has affected all local governments over the last eight years. In addition, PFNI has worked closely with County finance staff to take n advantage of the recent historically' low interest rates, and has completed both new money and refunding I As Y'Deeember 14, 2015. AMOMW PF M Kevin Madok, Director of Strategic Planning iaiivar�13, 2016 Page 2 transactions that have restructured existing debt obligations for net present value debt service savings, as Nv-ell as I achieved a sustainable borrowing plan designed for the Countls capital program. We have specific understanding of both the County's -immediate capital needs across various infrastructure projects, as well as an understanding of the County's longertermpotential capital needs — many of which we believe will mitigate future risk and preserve the County's long-term economic and environmental sus'talnablllty. Scope of Services. PFNI provides decades of traditional financial advisory experience along with a broad range of complementary services, including: bond pricing, public/private partnerships ("P3s"); and strategic consulting assistance with budgeting, workforce management, and pension issues. In addition, as part of the Pl-N.1 Group of companies, our asset management affiliate, pl"INI Asset Nlanagement IJ,C, ("PFNIANI"), is able to contribute expertise on investment managerrient, escrow structuring, arbitrage rebate, and structured products. The County historically has accessed Pl,NI's broad service platform to improve financial performaricc. Innovative Team Approach. We believe advising the public sector carries, I'Vith it a sacred trust, and our 40-year reputation is built upon our reconit-nendations and -ideas. PlNI incorporates our professionals' expertise With long- terrn financial planning, sophisticated model development, credit rating enhancement strategies, and pricing analysis to advise: on the (_ountv's unklue financial considerations as well as to reduce financing costs and risks in ever - changing markets. PFM's team is led bar Managing Director Sergio Masvidal, who has been among the inost active public finance professionals in l"lorida during the last 10 years,17he County also will have access to specialists in PFNLIs Pricing Group and Strategic Consulting Group, a, well as Investment Management and Structured Products Groups, as needed',. e our clients with what we believe to be hig]-ily effective Track Record of Performance. Pl"M continues to Provi services, as proven by our ranking as the #1 financial advisory firm in the country for the last 17 years and in Florida for the last 14 fears'. In Florida in particular, we continue to add cheriv, — �4 since.January 1, 20114 .— and have grown our presence to provide clients with the same level of service they expect and deserve. Municipal Advisor. Unlike investment banking firms that serve as both underwriter and financial advisor, PfN.1 serves exclusively as a financial advisor and has a fiduclary relationship with our clients, avoiding potential conflicts of interest.. We are registered and rnaintain a compliance program within the requirenierits as set forth under the Dodd -Frank Wall Street Reforrn and Consumer Protection Act of 2010 ("Dodd- l°rank) to serve as the County's municipal advisor. We have reviewed the RFQ scope of work and understand vvhat will be required of PENI should we be fortunate enough to be selected as the County's financial advisor. Sincerely, Public Financial Management, Inc. Sergio Masvidal ]Managing Director PFAL PRIL-IM, and PFALVA seetrias i", leld bepm.4dediinderseparate, qreo&e.nts. In Im"w qf_Orerallissves andpar a"vount, as ?f Dei-e&d5er 31, 2014- Swv?-e: Tho.,vjoir Reale". 4 Voutve: Ms. Tab 1. Qualifications l Experience of the Firm F"I qulonrm C rung° itFQ for Financial Advrs€try, Services iiiiiJ Jill III iiiiiii; III Ili 11111111 111111111 111 Illi TheRespondent shall provide at narrative of the. firin's qualities and capabilities that demonstrate know th c I i rin will work, w i th the Co u n ty to fit lfi I I then re q if i re ni c, it is of this Se r\ ice. We're #1. In 2015, Public Financial Management, Inc. ("I"I'M") celebrated 40 years of offering sound, independent, and fiduciary financial advice to public entities; currently PFNI is the nall leading provider of financial advisory services to states, local municipalities, higher -education, healthcare institutions (including Senior 1.iving), and not -for -profit corpuratiun-i5. 'Yhc or' inal. practice of PFNI was founded in 1975, and in 1980 began offering investment advisory services to public -sector clients. In 2001 our affiliate, PFNI ,,.Xsset Nlanagernent LLC ('PFNLANI") was created to provide these services. As a result of regulatory, changes brought about by the Dodd -Frank Wall Street Reform and Consumer Protection .,,.N.ct of 2010 ("Dodd Drank"), PFM Swap Advisors LLC iTTAISA) was created in 2014 to provide swap advisory services, which previously were provided by ITNIIAM6. Debt Transaction Management Financing Sd'iodule Financing Alternatives • Bond Documents Debt Structuring and Products • Financing Term Bond Pricaig Financing Team "action Credit Rating Presentation Negoifiated vs. Competitive Closing • Investment Ntemairves • Cash Management Policy Development • Cash Flow Forecasting Competitive Bidding Services Bond Proceeds Reinvestment Management and gadget Consulting Financial and Capital Planning • Muni Year Budget Development • Pro Forma Cash Flow Competitive Contracting Long Term Debt Management Frans Benchmarking I. ong Term Credit Strategies Performance Management Debt Civacity Targeted BudgeMg Secuntization of Delinquent Assets Revenue Enhancement • Strategic Municipal Consulting Lease Negotiation Refunding Escrows Fixed Income Portfolio Management Accounting I Rewri1keeping Services • Structured Investment Products Arbitrage Rebate - Debt Policy Deveopment Swap and Derivatives Policy Development Transiactlon Review and R.sk Analysis Structuring Advice • Board or Rating Agency Education • Provider Identification Documentation Review public Private Partnerships Program Development • Peasblity and Valuation Preliminary Market Outreach Preferred Contact Structure Procurement Design RFQ Process • RFP Process • Best and Final Offer and Negolialion Tax and Accounting Advice • Pricing and Execution (Competitive Bid or Negotiated) Fair Market Opinions Portfolio Monitoring and surveillance Qualified Independent Representative Tm PFM Gmup cWcompar*0e, incfvdA" P440 Foandal Management lnc. (PFM). a the Securities and ex chango commissw) $ SEC) and 020 iifumpa? Securities naemakiv PFNI, PFNIATNI, and PFNISA — the primary operating cornpames of the PFNI Group — are indirect, wholly owned subsidiaries of a holding company known as Pf"M 1, 1J_C. The PFNI Group of companies is 100% owned by the firm's Managing Directors. Sergio Masvidal and David Moore, Engagement/ Program Managers for the County's relationship, are two of 85 Managing Directors within the organization. Independence and Integrity-. PFM always has placed a high value on providing advice that is free of conflicts and delivered by professionals with expertise in their respective fields. PFMs only business is providing financial advice as a fiduciary to our clients. \Ve are not an investment bank and have no affiliations with investment banks.; we do not underwrite securities nor trade for our okvn account. We offer services through separate, appropriately registered and licensed entities — PF,%I is a registered Nfunicipal Advisor with the Securities and F"xchange Commission (SE.,.1C) and the Municipal Securities Rulemaking Board ("NISRB"); PFNLNNl, is an SEC -registered investment advisor under the Investment Advisers Act of 1940; 5 Rankin_gs based on number qfisfves andpar a,,ivounf, as qfjyne 30, 2015. Source: T15omi-on Reuters. 6 1-11 �jjj, PENUL11, and Pl-.IV SA senyices nvuld lie pn)vided mirieki, separate qgreemealf, Ace— — - --------------- --- --- - . .. .... Nfonfoc (Iountv — RFQ for Financial Advisoiry Scrviccs Tab 1. Qualifications and Experience of the Firm - - I -nnodities Trading Advisor and PFINISA is a registered Municipal Advisor with the SEC and NISRB, a Con with the Conutiodities Futures I rad.ing Commission, ("Cl"17C") and -,I Qualified Independent Representative tinder Dodd -Frank. Consistent Growth. PFM's national reputation and consistent growth are evident in our ranking as the nation's top financial advisor in terms of number of transactions and par amount for 17 straight vears'. Additionally, PFM coll"'ibl-cluly has heett ific leading financial advisor in the State of Florida (the "State"); in the last five years, 4.4 new issuers have become clients of PFNII. Figures I and 2 �0.-ource: Thomson Reuters) show the number of transactions and par amount of deals completed in Florida, while Figures 3 and -I (source: Thomson Reuters) illustrate the number of new issues, totalnik, more than $3.6 billion in Florida and $48.5 billion nationally. N'v'w i I ZD1 4 Ful I Year Florida Lang Term filun icipa$ Now Issues Fnammf Adwsaly Pamkrrg , E,�oW to Each Fne=of Ao%vsa, sou—, rho(rswl Peut" � PF M 47 3,624.0 Pirst'9�jlh.est V5 1,583.8 Frasca & Associates 3 544,6 Kavfrflan Hail & AssocaTts 5 501.9 At Foid & Associates 9 3729 Ric cepila= Nbr#es 9 300,1 Public Resources Advisory 5 297-7 Gfoop D-unap & Associates 4 272,5 F;sh kml & Associates 3 137.7 Spectrum Municipal sv'aces 4 1158 4'C 2014 Full Year Overall Long Term Municipal Now Issues °qs tjoreovjnrrpa t P.,,8,ceal Ae,s*-, Source Reu2e.rs Pintas 40,1570.2 ReSC.F"S 1 27,863.7 703 26,744-1 69 8,748.5 k-acia Fir,awtv Grouo'mc 122 6,4704 Kl.N PjVho Finance 40 5,325,4 4 C Acl hc 55 A 7710 P"Pe'r ja&ay a Co 167 5, fO5,2 Lamont Financial Services 38 4,167-7 wap REC Capitat: Matkes 196 3,9422 Sourte'Tbomso)i Revterf, New.Florida e&n1sjatzua,, p, 1, 2011 — December -31, 2015. S(nfrve. Ibis. --dat-- — PF-111 WE� Nlonrt)c County — HVQ for Financial Advisary Semces 1 2 Tab 1. Qualifications and Experience of the Firm NX`c believe PFM's continued growth over the years is a direct result of our responsiveness to our clients' immediate needs, as well as anticipating likely impending concerns based on factors such as market forecasts, relevant legislation, and current events. for example, 11FM not only SLIM,Ived the 2007-2008 financial crisis, but we actually expanded our services — an accomplishment we believe is due to our commitment to helping clients navigate the evolving markets successfully, as well as our mission to proNrlding sound, independent advice that is only to serve our clients' interests. Moreover, Nve have responded to increasing federal regulatory _g oversi )it in dic wake of the fiHMICiA Lri-db bV e,\paiidj119 (JUr tell(Jurces IIIJ Include a dedicated Compliance Group, which monitors overall business activity and keeps PFINI's professionals — and, It'i turn, our clients — informed of industry regulatory standards and requirements. We continue to add new client,-, while maintaining existing clients, as shown in the table below, -which provides a representative listing of our current Florida clients, with counties higjalighted in the red box'`. CITIES Alachua @ ApopKa Boca Raton * Boynton Beach 13TOGRsville element Cocoa Beach Coral Gables Cora] Spring Crystal River Daytona Beach # Delray Beach Dolai - Flagler Beach Ganeswie 9 Golden Beadt Jacksonvioe * Key Lake Vlales * Leesburg bonaboat Key i Marco island Mel ounce it Melbourne Beach MiXii # New Port R101ey Oldsmar s CiFtatdo Onorid Beam @ Palatka Pam Beach - Palm Beach Gardell$ Panama City Beach * Plant City pia) tation ` Pompano Beach Satellite Beach • St Cloud St Petersburg Sanibel Sebring # Stuart, Sunrise a Sudside Tallailiassee 9 Tairpon Springs Temple Terrace s Tilusvilie VVest Palm Beach IuVinler Havers Winter Garden VIAnter PTk Winter Springs COUNTIES AlWiva * Brevard BrGvjarcf P 0% Collier a Flagler Highlands * Lake Leon a M anion Miami -Dade - fdonroe Orange # Osceola palm Beach a Sarasota St J091, # S1 Lure Vo I usl a* Walton V.'aslhington STATE OF FLORIDA Dmsoin of Bond Finance Department of Transportation OTHER A U THOR] TIE S Fast Florida Governmental Financing Commissron South F IV da 'Wate r Management Distrxt Sunshine Stale, Govenrimenta Financing cooly is Tampa Bay Vialer SCHOOL DISTRICTS TRANSPORTATION Alachua 9 B,oward Jarksonvll le Aviation Auth 0 nty Citrus - Corumbia Jacksonville Seaport Authonly Duval * Faftr Lee County PonAUY)OOlty Hernando * Lake OKaloosa County Man atee 0 I'd arion Florida Reg oral Airport;) M aitin hl ami-Dade Cefitr� Florrula Orange «fnalin Beach EXpressway Authonty Pmco a Sarasota H illstorough County Aviation Santa Rosa* Semi no le Author,tv Tampa Poi Ak I Al,,orhy Vokista ii WEIlon HIGHER EDUCATION Edison State College Embry -Riddle Ae ronautic a University F Ogler College JacKsonvile University New College I'l ova southeastern Ufliversity Ringing College of An and Design Sant, Leo University Stelson University University of South Flonda University of West Florida SPECIAL DISTRICTS Alachua Library District B=uc P, ri tv, 20 0 0 3 o Wi FI o nd a Wate r kI anagemen : Dii striz t UTILITIES Gainesville Regionai UtIlifles J ac Kson vil 1 e Electric Autnionly Orlando UrIlifies Comirrussiom HEALTHCARE Jackson Hearin System North growarct Hospital District OneDood Inc Orange County H eal!h Facitilies Authority NotcThe list (if clients doc.,, riot nccczsarify represcot arly tc tisrsatrai tl. ("ontact inforini-airion for any 111'Ni clicnirs, can be provided upon request. " As Y'Dezember 31, 20t7. ------ Nfonroic (:ourity — RJ`Q) for financial Advisory Service, 13 Tab 1. Qualifications and Experience of the FIrrM Flori6 Experience. PFM's 1,nowledge of the financial issues and challenges facing Flori'da counties is derived from the experience tie e have gained serving as financial advisor to many of the counties and related agencies throughout Florida over the past few decades. By virtue of this experience, we understand the complexities of xvorking downstream with cities and across rq'I'lonal boundaries, As of December 14, 2015' PFM provides financial advisor;,- services to the following 22 Florida counties: Alachua, Brevard, Broward, Clay, ColUer, Duval, Flaglcr, Highlands, Lake, Leon, Marlon, Miami -Dade, Monroe, Orange, Osceola, Palm Beach, Sarasota, St, Johns, St. Lucie, Volusia, \Valton, and Washington. A brief overview of select prior and current engagements is provided below, and highlights PF"NI's capabilities and expertise assisting Florida counties. Owe Orange Colginly Service: ce: 2005 to Present int Convention Center financing with TOT bonds, Water and Sewer financings. Solid Waste facilities. $1-2 billion Community Venues negotiations. OscegLa County Service., 2004 to Present Environmental land acquisition. TDT. start-up toll facilities and countywide impact feet road assessment program. ly pf Jg 5;kl g nivillelDuvel C o u nly Service. 1995 to Present Architect for Better Jacksonville financial plan — multiyear $2.25 billion economic develop rnant plan. Debt re stru c tu ri ng1refundin g to provide aver $30 million in cashf[ow relief in 2014 Volusia County Service. 2000 to Present Moron C onven, tio n center exparis ion financ ing, Utility - - financing (acquisition analysis and refunding).. �trv` L and economic development plan. LZ C xange Breva[d_ County Pasco [Ar ard Service; 2002 to Present H.Rsboro Ad valorem program for parks, Solid Waste gasification study. TDT for Mia mi Dade C ou n tv Ila "'e -"Cc t'`,o;e Service- 2003 to Present !A Developed and implemented strategic plan Special Tax for Transportation projects ($5 PaAm Beach b[Ilionprogram) Advisor for over $IS billion including General Obligation and Revenue Bonds Collier County t V_�Service: 2004 to Present Crafted new credit structure in orderto restructure existing Variable Rate loans to Fixed- Rate mode Managed several refunding transactions aver 2010-2011 resulting in over $2 million Net present Value Savings, Dade Morro County -- RYQ for Financial \dvisory Serviccs 1 4 Tab 2. Understandin-143 fw�� Monroe 4:€r€ III V RFQ) for Fir€MlCi;11 .ldeis€)rV SCr iC(,,; � Tab 2. Understanding of Work to be Performed The Respondent shall prc)vide a narrative delilatin€0l their- understanding of the work expected to be performed mul the approach expected to be Ltken to fulfill those services. PFNM fully' understands the scope of work, being requested in the Rl `Q. We are ready to work, and our team is committed to completing any and all assigned tasks in a professional and timely manner. At PFM, we believe that, as a financial advisor vve should play an active Dart in des" iiand executing the financing strateW lies of our clients. tellng1 We see ourselves as Both tile client's partner and agent in helping to, achieve specific gciials. Our job is to make the County aware of ail options at its disposal and their potential outcomes, and our goal is to provide the County with the tools it needs to craft a finincirig strategy that will: a) help to lead to the lowest available cost of borrowing; b) be consistent With the ("ounry's broader policy- and financial objectives; and c) fit with existing pohcics. We provide a forurn for ideas, an environment for challenging the conventional -vvisdom, and a platfort-ri for forging performance -improving strate'Oes. Most importantly, we xv,iH help manage the process and execute the transactions. The development of the most cos it -effective Financing plan —as outlined ii-i the table below, -- is a key strength of "I PFTNI. 11-troughout the course of the financing process, PFM will compile a set of the County's unique attributes that we believe will prove valuable in our neg i tion %vrith other market playersfor the best -available ticmis for the County. 111111 I'l 11 111�1 III iIIiiiiii, !IEEE= Insure consillstenci, with formal written debt policies and procedures. ule I s t"' g -)e e D .. lop 1; ...... cin and Debt 0111 ItIv )cyn,,,t �" sp parameters"n and rn,1, Set parameters for measuring and inaking specific financing decisions. D e m o n stramee s( financial management. _n)liisticated Update comprehensive review of all outstanding indebtedness. Update I Prepare a Debt Profile cost savings and other bcneficial debt strate2es. Provide comprehensive review of bonding authority and bond I Review Legal Structure covenants. Identify opportunities Determine ability to raise future debt capital, 4 Analvze Future Debt Capacity 41 ldentifv rating concerns and/or opportunities. II a complete understanding of all anticipated capital needs In this 5, Review Capital Budget changing plan. Match sources of capital funding to infrastructure needs, Inform issuer of pros and cons of different financing techniques. 6. ldentifv Financing zk1ternatives Outline potential financing strategies relevant 12_s ee I-) ccumen t a I I policies, processes, alternatives, anti results. 7, Develop Final Financial Plan Formally recommend optimal financing plan and solution. As the plati of finance is refined, PFM -,kill bq1`111 to lead the financing team through the transaction management process, as outlined in the table below: ==PFM Nlonroc ("oulltv — RUQ Cor Fili Advkory sci-vice's 1 6 Group Members 0, Ensure credit quality and present terms are attractive to investors in. G. Develop Terms of Financing order to create broad -based interest in the debt - Maximize future flexibility. Assure issuer that all contractual and business terms are reviewed from 7 . Develop Financing Documents tile issuer's perspective. Cootdinate Institutional invcstor "road show" and/or enhanced bosid- 8, Develop Marketing Plan issue advertising. 'Maximize underwriter and investor interest in securities. Obtain highestpossiblecredit rating for debt issue, 9� Develop Rating Presentafion Formula .,kssure lowest interest rate for given market. 10. Assist with. Sale of Bonds and Evaluate Provide -written documentation of acceptability of bond sale. Transactn Assure complete compliance with all market and regulaton, 11. Assist xNith Bond (.losing requirements. Monroc Countu — RFQ for Financial \dvimjry Services 17 Tab 3. Staffing for this Project and Qualifications of Key i ollr€ac County — Hi €) for Fillancia,l Advisory services � � Tab 3. Staffing for this Project and Qualifications of Key Personnel The Respondent shall describe the composition and structure of the Funi (sole proprietorship, corporation, partnership, joint VC11till'C' and include nanies of persons with an interest in the firm. The Respondent shall include a list of the proposed staff that will perf(,irm the work required if a),varded this corktract, including manics,, titles and curriculum vitae. Ali organizational chart and filanagetricrit plan should be included in this section. The Respondent shall also include: illininlUill qualifications for each class of emplovce of the project team and identify his/her role on the team. Include in this, section the location of tile Inain office and the location of the office proposed to %vork oil this project. PFNI is a Pennsylvania corporation, Licensed to do business in the State of Florida. Copies of PFINI's charter authorization for the Commonwealth of Pennsylvania and license to do business in the State of Horida are provided in Appendix A. Copies of PI NI's SEC and T%1SRB registrations are provided in Appendix B. PFM and our affiliates, PFALNNI and 11"MSA, are the primary operating entities of the PFNI Group, and are indirect, wholly owned subsidiaries of a holding company known as M`M 1, 11-C. The PFM Group of companies is 100'3'o owned bv the firm's Managing Directors, wh(..) set the firm's strategic direction. Sergio Masvidal, Managing Director in PFNI's Miami office, will serve as Engagement/ Project Manager and be responsible for project management on a day-to-day basis. Mr. Masvidal specializes in f"lorlda municipal finance for counties, cities, and school districts. Mr. Masvidal has provided day-to-day project management services for many of the Firm's Horida clients, managing over $ 10 billion ii i the last a 12 years, and over that time has been one of the most active financial advisors in Florida in terms of transactions and total par amount completed. David Moore, Managing Director in PFM's Orlando office, will provide project management support. Mr. Moore is a highly seasoned finance professional providing financial advisory services to a vast array of cities, counties, and school districts in Florida, managing more than $15 billion of debt transactions during the last 23 year,-,. Nicklas Rocca, Senior Management Consultant in the, Orlando office, will provide senior Project support for this engagement. Mr. Rocca specializes in Florida municipal finance for counties and cities, and has provided primary analytical support to Florida clients for the past six years. Pedro Varcina, Senior Analyst in the Miami office, will provide analytical and technical support for the County's engagement. 17hroughout this response we provide detailed information on the experience this team has in structuring, negotiating, and implementing the full range of financing options available to municipal issuers, in today's market environment. We believe this expertise lias resulted ill PFNI's clients locking in the lowest cost of capital for their long-term capital funding. tat: Monroe Cokiiity — HVQ for Financial Advisor�, Sefvices 19 Tab 3. Staffing for this Project and Qualifications of Key Personnel PFM's Miami and Orlando offices will have primary responsibility for the County's account. These offices are staffed with ,,I% Managing Directors/Partners, one Director, six Senior Managing Consultants, three Senior -Analysis, five Analysts, and four Associates.The office locations are: Coral Gables Offigt- Q�albio—rr- 255 Alhambra Circle, Suite 404 Coral Gable-., 171, 33134 786-671 -7 ! 480 800-850-3970 fas Sergio Masvidal "Managing Director florida Municipal Nuance Engagement '4\lanager 12 Ycarsv%,ritli PI -NI (786) 671-7480 Orlando Office Location: 300 South Orange avenue, Suite 11-10 Orlando, Fl, 32801 *)7-406-5760 *)7-648-1327 fax Sergio Masvidal, Managing Director, is located in the Nfiami office. He has assumed an active role in providing technical financial advisory support to client,, throughout Florida and the Southeast, with a primary focus in South Florida. Nfr. Masvidal has been one of the rnost active financial advisors in Florida in terms of both total par amount and number of transactions completed. Having actively managed over $10 billion of bond transactions, N11r. i'dasvidal's clients include a variety of cities, counties, special taxing districts,, transportation authorities, and utilities. One of these clients is Miami -Dade County, where he assists Mliarnl-Dade with its multi -billion dollar General Obligation ("(30") Bond program as well as various general credits and special tax lien,-,. In serving Miarni-Dade, -Mr. N'lasvidal works as the project manager for new money, refunding, tax-exempt and taxable financings. A few of the projects Mr. Masvidal managed include. a $345 million refunding issue for the Water and SeNver Department (the "Department") that resulted in approxit'nately $2.5 million of net present value savings, or $1.8 million annually for the Department; a $320 million new money Fond issue comprised of Five separate series that included tax-exempt/taxable and new rrioney/refunding bonds; and three simultaneous debt restructurings during the height of the recent financial crisis that converted the County's outstanding auction rate bonds within a period of one month. In his role as project manager, Mr. Nlasvidal devotes a significant amount of time working with cities in South Florida as well as new and/or infrequent issuers to develop long-term capital Financing strategies. Part of this process includes a comprehensive evaluation of available security pledges, budgetary constraints, and development of credit ratings. Recent examples of pertinent work with cities include Mr. Masvidal's rnanagement of a competitive loan negotiation for the City of \N"est Palm Beach in "vhich West Pat -in Beach was able to work around a significant pre payment penalryw-hile restructuring the loan and achieving a lower interest cost. Other examples include working, with the City of Pompano Beach in order to implement a first- time financing for its Community Reinvestment Act ("CR-,V') project while protecting its general fund from project risk. That financing included three loan components made up of tax-exempt and taxable bonds, including a latent option (P(.'.)rripano Beach option) to later issue tax-exempt or taxable bonds, depending on the Final agreement with the private developer. Mr. Masvidal also assists other municipalities and special taxing entities with long-term capital planning and debt structuring/execution. Other Florida clients to whom Mr. Masvidal provides financial advisory services include the Cities of Coral Gables, \Vest Palm Beach, Dural, and Pompano Beach, Collier County Clt'k; Pompano Beach CRA- the Nliarni-Dade County School District; South Florida Water Management District; C Collier ountv; and Nionroe County, among others. As a member of PFM's financial advisory group, Mr. Masvidal has responsibility for providing analytical and technical support to his clients. These responsibilities include managing all aspects of bond transactions, including sizing bond transactions, developing Capital Improvement Plan ("CIP") spreadsheet models, and performing refunding analyses. N11r. Masvidal is also a metriber of PFM's internal team specializing in public -private partnership ("PY) agreement structuring. Mr. Masvidal graduated from Muhlenberg College in May of 2002, where lie earned his Bachelor of Arts in Psychology. VI'M 110 Monroc CoLINIt. — RUQ for Viiiaiicial Advi�ory Scrvlcc"s =R Tab 3. Staffing for this Project and Qualifications of Key Personnel David Moore Managing Director heard of Soufliern Practice Engagement Oversight 17 Years,,,,ith PF"NI (407) 406-5751 David Moore, Managing Director, works in the Orlando office. Mr. Moore manages PFM's Southern region and has completed in excess of 250 financings totaling more than $20 billion. During his professional career, Mr. Moore has worked as an engineer, investment banker, and fitiancial advisor, focusing on public finance for niore than 10 t cars, and joined I'l 'M in 1999. I'll "1 11 Mr. Moore is a hands-on, analytical project manager — a unique asset when advising clients regarding strategic issues and complex financing needs. Mr. Moore has led multiple clients through credit upgrades, and currently advise,,; Broward and Palm Beach counties, which are both rated AAA. The market has acknowledged his expertise with multiple awards including: Bond Buyer's Soulheasl Region Deal oflbe Year award in 2002 for the School Board of Palm Beach County — a multi -series plan of finance that included almost $1 billion in financings, incorporating fixed and variable -rate obligations. Deal q0he Year for the entire nation in 2007 for the South Florida Water Nlanagcment District (the "District") project in which lie helped create the first Certificate of participation ("COP") Financing program for environmental restoration. Although COPs generally are viewed as a weak credit structure, Mr. Moore helped the District create a credit presentation that outlined the unique characteristics of the District and the program. This effort led to the District being rated -AA-A (implied general obligation) and the COPS being rated ikA+. A sample of Mr. Moore's client experience includes: Counties: Alachua, Brevard, Broward, I -eon, Marlon, Mianii.-Dade, Orange, Osceola, Palm Beach, and Volusia-, Cities: Boca Raton, Coral Gables, Daytona Beach, Gainesville, Jacksonville, Key West, Melbourne, Ormond Beach, Sunrise, St. Petersburg, andTallahas,;cc; Special Districts/Agcncj". Blueprint 2000 (Leon Coutity/City of Tallahassee), Tampa Bay Water, South Florida Water Managenient District, Sunshine State Governmental Finance Commission, and First Florida Governmental Financing Commission; and School Districts: Broward, Hagler, Lake, Manatee, Nfiami-I)adc, Palm Beach, Seminole, Sarasota, and Volusia. Mr. Moore holds a, Master of Business Administration degree, corn laude, from the Crummer School of Business at Rollins College, and a Bachelor of Science in Electrical E'nginecring from Auburn University. � ......... .. ....... .. .. . . 'ounrk� -n; -al AdvizorvScn,-(-,,��-, 11 -77= Nloiiroc C I!FQ for U[ ancl I Tab 3. Staffing for this Project and Qualifications of Key Personnel Nicklas Rocca ,Senior Managing (--',onsultant Florida Municipal Finance Senior Project Support -Years, with PFAI (407) 406-i773 Nicklas Rocca, Senior Managing Consultant, joined the Orlando office in May 2008. Mr. Rocca provides primary anal�-tical support for client,, located throughout Florida. His daily responsibilities include structuring financings, pricing, neNx, money, refunding municipal bond issues, idcritifyink, and running, analyses of refunding opportunities, and assessing debt structures for clients. Mr. Rocca also creates and as isas In the development of speclahzed quantitative inodels used to help clients with their unique financings. Mr. Rocca has been involved directly in triore than 90 financings totaling more than $4 billion in debt issuance for Florida clients. Some of his notable Florida clients include the Counties of M-iami-Dade, Collier, and Broward-, the Cities of Coral Springs, Sunrise, Orlando, Key West, and ,," pop ka; the School Board of Duval County; the School Board of Citrus County, and Tampa Bay Water. Mr. Rocca will work in conjunction with the assigned engagement manager to ensure the client receives a full level of service. Mr. Rocca graduated with honors froin the University of Central F'lorida with a Bachelor of Science degree in Accounting. edro Varona Senior .A.naIN'st Honda Municipal Finance .lnalyrical/'Fechnical Support 3 Years with PFAl (786) 671-7481 Pedro Varona, Senior Analyst; joined PFM in 2012 and is staffed in the Miami office. Mr. Verona works In the general financial advisor�- sector, pro-vt 1 g technical and quantitative support for -various cherim f Irs, present duties include structuring, sizing, pricing new money, and refunding municipal bond issues, Ile also is involved in assessing municipal issuer's outstanding debt and performing analysis of refunding opportunities. Mr. Varona graduated from the University of Florida with a Master of Arts degree in International Business, as well as a Bachelor of Science in E'conornics. Monroe Comity — RI-Q for Finaticial Advisory Services 1 12 Managing Directors wlinterest in Public Financial Management, Inc. Last Name First Name Aileo Mike Alexander Steve Altomare Maria Arnmaturo Marc Bass Jeremy Benson Kerry Berwanger Mike Blanchett Kan Bonow John Boyle Steve Brant Lauren Brick Errol Burmeister Jon Bush Nelson Cape John Carden Tim Carter Joanne Cheddar Bob Clupper Kathy Daniel Lisa Delany Robert ❑!Marco Joan Dotts Phillip Doyle Chris Doyle Jamie Eichenthai David Eisei Matt Faber Stephen Fava Barbara Franke Laura Frazier Todd Fullerton Ken Gamble Robert Glover Jay Goodnight Debra Harris Michael Hartman Dan Hess Daniel Hetzel Beth Hollenbeck Sarah Jaworski Jill Jones Nanc Kaplan Dean Last Name First Name Karwenja Leo Kea s Trace Knutson Myron Kozloff Dan Link Jim Mace Michael Margolis Marty Masvidal Sergio Matte June Matteo Albert McCormick Joe Miller Dave Miller Peter Mitchell (Cameron) Jessica Molloy John Moore David Morsch Tom Nadol Michael Pearsall Jeffrey Pugh Bethany Reeser Dave Remig Brad Rich Bob Rotty Kevin Schiebel Kenneth Schroeder Jeffrey Shearer Scott Sheilenber er Peter 5 a nola John Stauder Paul Sullivan Timothy Sullivan William Thomas Brian Trommer Scott Varano Michael Waley Dennis Walker L. Gordon White John Wilder Brent Williard Glen Sallack David liawb 4. In-house Capabinties, • — — Monroc County Rl () for Financial 1cis; o: on, Scrviccs 1 1 Tab 4. In-house Capabilities of the Firm The Respondent shall proNide as narrative describing the Firtn's in-house capabilities to provide technical support, computer modeling, financial anaKsis and econoinic projections. Depending on the complexity of the project, PF'M has sector experts who provide their industry knowledge and expertise where needed. For instance, during the strategic planning of the County's 2014, Infrastructure Sales Tax Revenue Bonds, PFNI used the resources of our Pricing Group to compare the pricing differences benveen a direct placenicut and offering, Once the direct placei-nent inethod was selected, PFNI applied our extensive experience itlt batik providers to assist the County in achieving best available execution and terms on its bonds. Below is a brief overview of our quantitative strategies resources: Quantitative Strategies Group ("QSG") PHNI has a dedicated Quantitative Strategies Group (QSG') that serves as in-house "problem -solvers" for challenges faced by, our offices and clients throughout the country. QSG, is made up of professionals committed to developing proactive strategies and tools for all of PFM's business practices. In addition to their roles as modeling experts and training coordinators, members of QSG develop customized solutions to meet, each of our client's unique qU2ntitat.1VC rieeds, We provide services that address the full scope of strategic and operational considerations, from capital financing approaches to strategic planning and budgeting, to invesu-nent-managernent tactics. Our models in financial risk manageinent, structural optimization, refunding efficiency, forward pricing, other post-ernployment benefits ("OPFT"), and budget projection assist us in achieving these objectives, \kbile QSG originally was created to serve as an internal resource, we have found that the group offers unique value, talents, and services to our clients that are not readily available from other firms. In addition to providing ongoing support to PFNI's local and regional offices, QSG also constantly monitors the municipal market for tiev.-and emerging products and strategies that PFM could develop and use for our clients. To further U'uprove the accuracy and breadth of our leading quantitative resources, QSG maintains direct access to Bloomberg, Thomson Fitiancial, Securities Data Corporation, Nfunicipal Market Advisors, and outer information services. PFM's Debt Profile Model In an effort to present a comprehensive, yet simple -to -understand, analvsis of all historical and current debt, PFNI has refined a process that has become known as "debt profiling. PFM's debt profiles are easy -to -use and custom-built for each client. Each "series report" shows the important structural features of our client's bonds, including the maturity date; coupon.; yield; call date and price; and eligibility for advance, current, or fonvard refunding under the tax code. As the County makes any changes to its debt portfolio, we will update the debt profile accordingly. PFNI's debt profile also incorporates an "option value" model, which allows us to estimate the value each refunding is extracting from the theoretical option value of the outstanding bonds on a maturity -by -maturity basis. PFNI maintains a debt profile on all of the County's outstanding bonds. Below is a series report for the Series 2007 Infrastructure Sales Surtax Bonds, which is an illustrative example of the output of our model that includes key data for each of the County's outstanding series of bonds. . ... ...... . . . Nfonroc Couiity — RFQ) for Fiiiaiicial Advisory Scrviccs 14 Tab 4. In-house Capabilities of the Firm .WW M7trax-Ex—pt) mf—� ^ S.I.. S� "f B-d 8-d P'k. VM—� W�k- Kftg" Band kaawmrua, CtadacpPF'— 01,11 F.�'_'RfAdvi� P�'M Owswding RwW Yoar DOW Service as 0 WWI 5 P., Aw qqmm YaW MR P-M-P ------------ b— P D.w MW P Y.. PR WMW hVAOM E" ggtNbi AlffiB 41 M S-ON 5�,OGG 4 11]3 3 m 0 b 4, 1 5-W% HS OGU 4 G�2� 3 D2 07 1 ,1 MRIA fiafusutE '0 Serials 1 1�7 1 o00 4 M� 3 390% 02 R8-S 3 MBA M 'd .1 4 Owl, 3 4�2� 5 9 , 331. MRIA 9 ".4 9130.1 2 +1 11 :75 0000 'to 75 M 4 L� 3 CW D2 V2 340 MRIA M d q 11 g r 3.00000 4 OW. 3 92,Y, toe 413 34 P, MBA Matured I t _ o -0tlY'i Serials 1.;`0 (100 1� 2�1 -10 - 0 MBA -jab 1INW, 3.19(ll)00 Q4. 11�1 3 21; S i S '2 0 001?� 3 011. 00 012 LOO 3 73% M81A 9 �"' 11.1: 01' �11 01 .11 � 1 a Life:Arena. 6 01 P., 29,4 1 G000 ga To f-W vwj-5 capful mprR A 0 DW, 5Z'14:L7 Pl n,l qolt" IN I B53 70 Nh-0 1. 1Z,1WQ7 Nq-t F 1 3o.wu w000 OW. 11,2M7 @.W Pds 3n_5M B53 M 386 Mtog w Dwe11,09 T1 S.. 130.61�.663 VO PI'M has been an industry leader in analyzing and structuring a variety, of current and advanced reffind.ing techniques, and we have developed several models that, maximize the present value debt service savings realized by the issuer. On the following page, we have included some of the outputs from the debt profile of the County's Infrastructure Sales Surtax bonds. 17his tool allows PFM to inonitor the County's outstanding debt portfolio on an ongoing basis and proactively identify opportunities for cost savings. The chart to the right is Annual IST Debt Service by Series, as of 9/30/15 produced from the CountAr's Series 200' a Series 2014 �Bqnk Loan) PTNI MOMOC COU11ty ItFQ for ViMlfl6al AdVi"OrV SCMCO IW�7 Tab 4. In-house Capabilities of the Firm S I cy r tu Series 2014 (Bmk Loan) Refundim 31,8859W Infrastructure Sales FAI rtax Series 2DO3 New Money 21,455,000 Dejivery.-03/26/03 An 21 Mat: 04/01 / 18 The chart to the left is referred to as a "Debt Schematic", and is also produced from the County's debt profile. PP%1's Debt Schematic shows the relationship between bonds that were issued as new moncy bonds and those issued as refunding bonds. It is important to know that refunding bonds are restricted based on the use of proceeds, and PF111 tracks which bonds are eligible for adv-ance refuncling. For example, we can see that the Series 2003 Bonds were called on November. 19, 2014 by the Series 2014 Bonds, denoted as a refunding. the Series 2007 Bonds were issued as new money bonds, and have not been refunded. Azi= RVQ for Financial Advkory S(Tvice, 1 16 Tab 5. Experience Dealing 0 with Credit Rating Agencies 'N si<narnc Count RFQ for Financial Advisory Services 117 The Respondent shall describe its experience dealing with credit rating agencies. The focus should ZI-1 Ise on how, as the a(h,isor, the firm is ill hell) the county maimain and/ot upgrade, its Credit rating PFN1 has developed considerable experience working with the major national rating agencies, particularly as they, relate to Florida credits. For decades, credit ratings for Florida issuers Nvere handicapped by rating agencies' predisposition against tourism -heavy economics and high -growth regions. Rating agencies <,wen,,alued large, manufacturing based econornies, even as the national economy Nvas moving to snore of as service based economy. However, the refornis of Dodd -Frank required the rating agencies to review internal policies and publish new rating criteria. For each rating agency's new policy, PFNI developed comprehensive models that provide issuers -,with a "scorecard''' demonstrating the issuers strengths and Nveakncsses. This analytical approach to scrutinizing credits is in extension of PFM's long-standing approach to identify strengths and weaknesses in management, economy, and financial resources, which provides a blueprint for a long-terin strategy to obtain ratings upgrades. PFNI advises five of the seven Florida counties that are rated kAA by at least one rating agency. Our blueprint helped these clients obtain A.,%A ratings and maintain the ratings in a difficult economy. In addition to the highest -fated credits, PFM has experience with a aide range of Florida credits, Including cities, counties, school districts, and agencies. Recently, PTA11 led two clients with new credit structure,-, through the rating agency process from beginning to end, enabling them to achieve high investment -grade ratings from the agencies through a combination of presentation rnatenials and facilitation of rating calls. 'I'lie following summary table describes these credits in more detail: Clients with New Credits City of Pompano Beach City of Riviera Beach ';tfUCtLm,. / CrUdit Parkmg Garage Curtificatcs of Participatioii Niblic 1111provellief3t CH&A Rattmg(s) IssLied At (Moody',)' / AA- (,S&M Stklc Series Name Taxable (,crfificatcs of Participanoo, Suric-; 2015 I'Liblic hiiprovcincot Revenue Boods,,ScrieL 2014 Total Par Amoillit (S) 23,875,000 222,000,000 Dated Datc 6/10/2015 9/30/2014 Relationship with Rating Agencies One of the main tasks of the Countv's financial advisor is to work with the County to obtain, maintain, or improve its credit ratings. As a result of our experience advising hundreds of clients each year on the issuance of tax-exempt securities for a wide range of purposes, PFM has developed a clear understanding of the anal�Ttical methods utilized by Moody's Rating Agency ("Moody's'), Standard and Poor's Ratings Services ("S-iP"), and Fitch Ratings Inc. ("Fitch"). Our professional staff is trained to conduct in-depth credit analyses comparable to the rating agencies, so that both credit strengths and weaknesses can be identified by the issuer prior to the presentation of materials to rating analysts. This experience has been utilized effectively to improve the credit ratings assigned to communities across the nation, as well as to maintain credit ratings during the recent economic turmoil. TIF N I %looroc Couiity — RFQ for I'maricial Advisory Scrvicc ExperienceTab 5. •' with Credit Rating Agencies Since the onset of the financial crisis, the credit rating process has taken can greater importance as each rating agency has revised its rating criteria to reduce the emphasis on certain factclrs and increase it on others. As shown below, Moody's has reduced the Nveightzng on the i:cont'my/War Base factor and increased the t °ei i�tin on Debt/Pensions, Factor 1 Factor 2 Factor 3 Factor 4 OMY/1ax lase Finances Management Debt/Pensions k % 0/ ''• Was40%e, Unchanged Was 10% Within each category listed above there are also sub -factors that are considered, as shown in Figure 5. \Ve have worked closely with the rating agencies to understand full\• their concerns and methodology, and our experience Will help us work with County staff to design the C.ounty's presentation and address specifically each agency's questions in a meaningful way. In addition, we maintain close personal contact Nvith staff mernbers at the rating agencies regarding their views of debt covenants, innovative Financing techniques, and unusual debt structures. 'FM's position as a market leader led the rating agencies to coststalt with I'liM as they developed the new criteria. The relationship PFNI has cultivated with the rating agencies, as well as our understanding of their processes, art.:. of significant importance to our clients in today's volatile market place. As illustrated in the table at below, the investor community now places inore emphasis on an issuer's underlying credit ratings when making an investment decision, and thus obtaining the highest underlying rating is imperative No longer can an issuer of municipal bonds rely on the bond insurance companies to provide there with the AAA credit strength. Provided below is. the Moody's Financial Ratio ,knalysis that 1'FNI has prepared using information rnade available bar Moodt's Investor Set -vices, which provides a comparison point for similarly rated counties. f1515 daf D&€'e : FIB CW SIMI$tko S PMtoa C .nears So,.or Tom S .1 F—d Cwwal FuM L(nee3a€ M_ Tww Full Value Top Tyn Taxflaye 5 CArsct t9et L7 bt as % EXM i'3u1cWn (Owal 2oo t t R mg' ri_v wn ($+900) (#ala=•ace as'°e +! 4,hdesignacad ;'$c741i. as "h. at 1' I:al Gi KA vow, klm pebt es %Full ce+A'inq C:nsus Revues. Gerese4"and liaiue} F; pendiP..rns C:anncm as % a €seven _. T,et as Cou Ay vh Al 1 fi ySq 43 4 4 g 34 (}}' fd,7 WA - 1 hYR 8.3 52,796 L7e KLO Gaunty, Ai Al 10472 3g1 2@g ,. 273g'7q 7' .....,_. 88, .....m..,.,......_.... �a, rTSi NA 7t 1i79 F.ngeruZ CGUnfy,. NC Al 5d 94d 'l,5G 1?9. +3S s,�g'� 718 5m' 3d 172 56552 Garland Cfi"r.y, Al a34fiF q7,,,. Wk-.v......., 7»f17t AAv h5'At. _.. » d6' RYA. 7 '21 7N iWge�+e Cou .Fg Sk Ai 2[k.6?4 21 3'. q 9 9 9g4.a3Ls 1 G 9 7 4 2 97 v£ 031 I•$N lAax iAsinry T.0 A7 Sa.1gi 53.T. 44 7 9 199 R6C 18 5 i7 q K'A 691 Lauaa€::euRh/. KY At iA,SGg g __-. ...,...,... .,...�.......'1:7.q ,.. �....., �.�......... _. . 564 -...,., t....<._!dPq2a .. Lau aCG ,r.w. .�.,.... _Al 34?11 wm. 7 ....,.m.. 15� ._ 7:567362 J.5 RYA 4.9 66 q7' a.trsarly:�unty,GA A 24,7gS 69' 364 336`0,$"' 25 a RYA ? �;+dS3 y,ti �vi,lraai li GA A' 3.S,L'?. 59..: g.. .....-.. ,.�...�.�... ,..,.,.. 7 113cr•K+,q Cbmt€ymAL. a , At t3.F68 355': ..a, 96 6 .. ..,_.,,._ d 755 SGg 455 G. i` 1 : C.7 n Troga CouW NY A h9.d3q 20 6 , 44 6 2 d6h lyiY 4 2 G.8 1 fi T. b `- 'y.!'adkes County, TX A i If' t 33 3 349 2 469 125 7 6 P a 4 9 S 6 •+G A iAllesly dian9 A3 72,77$ 38d ?64. 39&639q: a7.1 4.f} 14 4..5 Lr 3T'; 'Th. P�mmg dmvlayaa in VFFA is the nest r.eent dealr'" g ratmg issued by Mods $ ova 1— Service. are: l miroc (.deity — liVQ for Fmaricial dvisrsrt' Ser2'icc°s 1 19 Moody's Financial Ratio Analysis 77=�� -777 remly, F'nan-lw Wta 11PImneWStaxistics & Rai fos �AioMS,mbr Total Go,—M I.nd G-.rp F ;rd V. roaorvad. Tat.H F.9 VLd.. Tog Tan liaaRyoB D0W5Rie%.f 1bp.W 2010 Wst Flaring'` P—es M-001 sakific a as %of r.)nde5ql-d f$000) as % of Focal of Fut VaW W Da Put cp.al.g Cuns os PevWlu*s cionffal F-d vahjok 1„4p&. eab f FFc' t 7 ---2L' d1b -id. C�ly lViattafts Aa�l 'j 'g 2 Ih. PW.g displayed v %FRA is tho wsl: re —I d.6-d dr",g raing 6%vod by "dy's love t— S.— he While the Financial Ratio Analysis is a good starting point for understanding; the Countv's comparative economic profile, many other factors also go into the final rating, decision. -Moody's, like the other rating I I -able below shows the four factors agencies, list's the specific criteria that go into a rating decision, Ilie t considered by Moody's, and their relative weig)-iting. However, these numbers do not always present the full picture. For instance, the ratIng agencies historically have noted the County's strong management conditions with strong and well' -embedded financial practices. For these reasons, the scorecard criteria allow for adjustments to be inade at the discretion of the rating committee before the final rating is assigned. Factors & Sub -Factors Wets Fauor 1: tconomy/Tax Bir.,i� 30% Full VaLue {market value of taxabie property) . . ....... 10% Full Value per Capita 10% Median Farn iN Income 10% Factor 2: Finances30% Fund Balance as % of Operating Revenue 10% Dollar Change in Fund Balance as % of Revenues 5% . . . ...... .10% ,L-Le;r Cash Balance as % of Revenues 5-Year Dollar Change in Cash Balance 8< % of Revenues mm 5% Factor 3Management 20% institutional Framework 10% Operating History-, 5-Year Average of Operating ,Revenues I 10% L-111111P4P;—,!—!!;;--- F-wor 4 D,,M/Per"ions -, . . . ........... 2 0'% Net N Direct!je Lpj /_Operating Revenue 5% 3 Year Average of Moody's Adjusrted Net Pension Liability full vaiue @ 5% 13-Year Average of Moody', Adjusted Net Pension Liability {Operating Revenues 5% Pf"M strives to ensure that the County is prepared with pertinent information each time a rating agency call or meeting; is scheduled; ,ve believe this practice results in our clients having an excellent history of rnaintaining or improving credit ratings over time. Nlolnr(xc (,ourtty - R+Q for 1`inancmIAdvi,,on, Service, 1 20 Tab 6. Accessibility and Monroe(.:r ua�h 2 () for 1 s ancitd ,Advi� -v Service, 1 21 Tab 6. Accessibility and Availability The Respondent shall provide a narrative desct-ibino- the Firrn's accessibilitv and availabiliti, to County staff for consuhaticm and support. The CountA°'s core team is located in PFM's Coral Gables and Orlando offices, offering the County immediate access to the financial advisory team With what we believe to be the most diverse mix of skills in Florida. The PFM team has the titric, availability,, and resources to provide prompt, sound, and quality financial advisory services. PFNI assigns a large team to each client, which increases the availability of I I knowledgeable people able to attend meetings called on short notice. PFM interacts among its offices across the country on a daily basis, sharing our experience and expertise. Therefore, we have access to a broad range of I�Iowledge that could further assist the Count-,, With its financing needs, depending on the specialty required. The size of PI-Al's Florida practice allows us tca serve existing clients, but also gives us the flexibility to take on additional work without cotripromising the quality of the work perf(.)rjiicd. As a result, the County can expect what we believe to be unparalleled service and Unniatched resource availability fron) the professionals assigned to this account. In addition, PENT does not expect to use outside support to staff this engagement. Our team men-ibers are fully available to provide the analysis and services to meet the (,.ounty's needs. Monroe Counry - RFQ for Financial Advisory Scovicc,.; 22 JL- 7. Ability to /' I tatty<rc f:ounty -- ItFQ ft}r FinancialAdvisory 4crvicc.s Tab 7. Ability to Communicate Complex Financial Concepts The Respondent shall provide a narradNe describing the Firm's Al-.)ilitN- to effectively coninitinicate CO211PICX fillanCAA C011CCI-AS to technical and nontechnical audiences as indicated by written and possibly oral pre sell ta tio ns to the Selection Coninlittee. Bj- defitiltion, our business is vets technical. We deal with complex financial models, multi year budgets, tax regulations, and credit criteria, and communicating such information is challenging. One of the: issue,,, we face is developing Written and verbal presentation skills that provide the right level of detall for the specific audience. For example, in a mecting with staff we may provide detailed analvtics, but this type of data presentation Nvould likely not be appropriate for as commission meeting. Furthermore, the level of Financial sophistication vanes significantly froin board to board. Sometimes we must present information in public meetings to elected officials, sorne of whom are batik presidents, while othert., in the audience may have 110 w knowledge of the capital markets. Our ability to do this in an effective manner is perhaps best demonstrate(] by our long history of providing the County with necessary and relevant inforination that is tailored specifically for the audience and setting. That may include written materials in a memorandum or PowerPoint formats, meetings \10th Counr�� staff, and/or meetings With elected officials. PFNI is intentionally thoug)itful in our communication strategies, as this oftentirries is educational and informative material that key stakeholders consider during the decision making; process. \Ve trust the Counly is aware of how, very appreciative we are to be considered an extension of the County's team, tasked with dcveloping long-term financing strategies that we believe NN"I'll result: in a low cost of capital, high credit ratings, and ,in overall sustainable long-term plan for the Counq% The sample iterns pictured here are taken from presentations and memorandums provided to the County in the last year. These items were prepared by PFNI for County decision-t-nakers and used to explain, update, and/or educate I)ohcv makers as the County considers financial matter,. Monroe County, Florida Motiroc otinty. — RVQ for Financial Advisory Services 124 Tab 8. Financial Advisory Services for Tax Exempt Bond ... ,� � Monrarc C¢SllSIIiy" — R14 } for FinancialAdvisory Service5 Tab 8. Financial Advisory Services for Tax Exempt Bond Issues The Respondent shall provide tie narrative describing the Firm's capabilitN of provid.inty financial advisoty services pertaining to tax exempt hand issues. Include explanation of how the""'C' services Nvill assist the CoumA. The combination of PFM's commitment to serve as your strategic partner In the capital planning process and our presence in the financial market,; ensures that the County' will receive a very high level of financial advisory services. In the response belo,,N7 Nve provide you with our considerable knowledge with tax-exempt financings, having been ranked as the top financial advisor in the nation and Florida for over a decade running. In fact, PFNI's commitment to the market is exemplified when compared to even the largest \Vall Street batiks. That level of con-u-nitrnent as your fiducianT provides the Count}' with a high level of confidence when approaching a tax-exempt bond issuance. We are the only independent financial advisory firni with a dedicated pricing Group that's sole focus is preparing our clients for the issuance of tax-exempt b(,-)t7d5. Pricing Groul,7 PFNI offers the County as unique blend of \K'all Street knowledge, technical resources, and an independent, local fiduciary perspective. As indicated in the chart to the right, PFNM Is the most active financial advisor in the country,-, and is a more frequent triarket participant than even the largest investment banking firms. In 2014, PFM assisted clients with 783 debt Issues with a total par amount in excess of $48 billion. One of PFM's greatest strengths is our in-house pricing Group: a dedicated group of advisory professionals whose job is to follow primary- and secondary municipal market activity, and to Interact with the underwriters' desks on behalf of our issuing clients. The group is located in our Charlotte, North Carolina office. 2014 Full Year Overall Long Tam Munietpal New Issues PFM vs underwriters Pfwaf Vwveal F,,anctal Ao,rspy vs V,d—;16, Aanxo� Po re, Esnh, rtwtfd Joint Fmamal A d,,.,sor Twe Ewwmic, to Each 8c0)uvn,ar Source Tbomso.I, Rewe,s PFM 7831 40,570,2 E. P. k Qf AM, efiea Ma rr 111 378 44,455.4 �y-h J P Vorpn Sacunties Vic 338 37,609.2 Cm 3 75 31,062,2 Morgan Stanley 294 27,347-0 Vwlt Fargo & Co 230 21,270-2 R EC Cap tat Mar[ ets US 19,8295 eamlays 97 15,261,9 Ra�-md ja—t M 12,61550 Goldman S.Cht & Co 72 12,175.0 Although PFM is a financial advisor and not an underwriter, PFNI's advisory volume exceeds the volume of the top undenvriters in the municipal industry. We are in the market on behalf of our clients ,in average of three times a day`, and this constant presence gives us significant advantage over other firms when it comes to bond pricing. 6ur size and market presence gives PFNI I the kno\\.rlcdge of a major investment batik U"Ith the independence of a financial advisor. The sole responsibility of our Pricing Group is to provide our clients with the analytics, market knowledge, and insight to obtain the best -available interest cost for their transactions. PFNI's dedicated team of pricing professionals provides clients throughout the country 7 with centralized access to market information and trends, including coupon structures, call option valuation, and spread relationships —this helps ensure that our clients receive the best possible pricing for their bonds given current market conditions. Furthermore, the Pricing C-Troup's constant presence in the municipal bond pricing process helps foster professional peer -to -peer relationships X11111th underwriting desks, as well as a better understanding of the internal workings of the underwriting process at the underwriters. PFNI couples this market knowledge with our own proprietary, analytical pricing tools (e.g,, Option Adjusted Spread analysis) to develop our own pricing targets, independent of and before the presentation of the underw,n'ting team's consensus scale. Whether a negotiated or competitive sale, PFINI's role simply is to assist to seek the best results available. This includes structuring, marketing, and pricing a transaction. Regardless of . ........ .. . . .. . ... ... Monroe County Countv - RFQ for Financial Advison, Scrvi(-,c; 26 Tab 8. Financial Advisory Services for Tax Exempt Bond Issues the choice of a nq-otlated or competitive sale, we Will run the numbers and prepare the sensitivity analyses necessary so that the County has an independent cvalUAt10fl of the pricing. Mien approaching a new project NVIth our clients, ITNI spends considerable time and effort to develop the appropriate plan of finance. This begins with developing a full understanding of the goals and objectives, and how they- fit NN"Ith existing policies. As the plan of finance is refined, PFM begins leading the financing team through the transaction management process outlined bcl(-)w,. This commit-nent and Cxperti-e is extremely beneficial to our clients as they- structure the capital plan, plan of finance, and ultit-natcly negotiate Financing terms. Develop and Monitor Financing Schedule SeNe a s a plan fix firrely cotritAelm of fi ru3narxj J� PFM Nfonroc County - RFQ for Financial Advisory Services 1 27 Tab 9. Innovative ., © j ..,� ... ��. ... . . . . . .. .. . . . . ...................................... . . . . � . . . . . / m roc C ounty . m for pancial.kdvisory Sevvices 28 �I! [ I IIII 11�1111�� III J]RM M[ 11 1 ',1 111 Z-W= The Itespondent shl all provide as narrati,ae describing the Firrn's Ideas for innovative financing strategies for infrastructure and other capital requirements. z, Ten to fifteen years ago, most local government financings were traditional fixed-rate, level debt service financin in gs I _ssu cc, as public offer' gs. In recent Nears, financing options available to issuers have diversified significantly. ITM has been at the forefront of these evolutions, but always vicvs new options with an extra level cif scrutiny to make sure client,-, understand the advantages and dP_,ad,,,,jntages of these new products. Below are a few examples that have been implemented for municipalities within Florida. Commercial Bank Financings /Notes. Traditionally, batiks only participated in small, GO bond financings for "batik qualified issuers" (less than $10 million of debt in any given calendar year). As the market place has changed, and as their balance sheets have expanded, bank,,, have begun developing long-terni financing tools for larger and larger financings. PFM has worked with dozens of client,--, during, the recent Financial turrnoil to implement bank loan financings at very attractive rates with flexible terms and prepayment provisions. With the public capital markets continuing to experience significant volatility, and the lack of quality bond insurers, this type of financing Will continue to be commonplace for all types of issuers. PFNI recently assisted the County with taking advantage of this financing technique, which resulted in a more streamlined process, lower costs of issuance, and improved financing ierms. Direct Placement Forward Refundings. Interest rates remain near historic lows, providing issuers the opportunity to generate significant cash floxv savings by refinancing existing higher interest debt. [ or clients that have debt issues that currently are not callable and are not eligible to be advance refunded, a forward delivery, direct batik placement maV provide the opportunity to capture the economic benefit of a refunding in the current rnarket. Sirnilar to traditional bank placements, a forward delivery bank placement is structured and placed directly With a batik and does not require the use of rating agencies, offering documents, the issuer's underwriting team, or underwriter's counsel. ']'his results in significant savings of both tin -le and issuance costs. The interest rate on the loan can be locked in the current market; however, the loan would not close until 90 days of the optional call date on the debt to be refunded. As such, the forward delivery structure results in a current refunding for tax purposes. IIFNI has extensive experience with both publicly offered and privately placed forward delivery transactions, and recently has priced forward delivery direct placements for Sarasota County, the City of Coral Springs, and the school districts of Orange, Seminole, Miami Dade, and Lake. Lines of Credit. I'M%l also has worked with many issuers to utilize lines of credit from commercial banks to fund interim capital needs. This allows the issuer to draw down funds as needed and only pay interest on funds that have been drawn. 'rhe spending thriefrarric of bond proceeds for large capital projects can be very uncertain; the Lines of Credit ("LOU) approach allows the issuer to better match tl-.te borrowing of funds with spend -down of proceeds while not paying unnecessary interest expense. This can be combined with a traditional long tern financing to take out the LOC once the project is completed. This type of prograrn is also very useful in conjunction with State Revolving, Fund ('SRF") loans for water and seNver projects. The LOC can be drawn down over time and paid off as SR,17 fund,-, are allocated and received. This minimizes negative arbitrage associated with investing unspent bonds proceeds while investment rates are near 0%. Again, PFM recently- worked with the County to take advantage of this financing technique in order to maintain flexibility for the Counq,'s capital program. Variable Rate Debt Obligation ("VRDO") /Swaps. For over 30 vears, local government issuer's benefitted from utilization of VRDO. The low cost, case of implementation, and efficient management over t1ine made the use of VRDOs a valuable part of a debt portfolio, As the municipal swap market inatured in the early 2000s, VRDO was combined with sAaps to create "synthetic" PFM M011170C COUTItV t HJ`Q) II ViAiRTICIA1 ALMSOVV S(:rV1CCL; � 29 Tab 9. Innovative Financing Strategies fixed rate debt. These structures often reduced net interest expense materially, which more than offset market risks. I lo%vever, with the financial market crash in the mid/late 2000s, VRDO become far more complex, creating multiple challenges for issuers .And complicating the management of swaps. PFM con-ipleted thorough educational progran-is for clients and evaluated suitability before employing VRDO and swaps. This prudent stratq),y reduced the use of swaps by PFNI chelits to those that were capable of understanding and managing swaps. During the last seven years, 1)1-'Nl has helped clients manage swaps and VRIDO in the nio--,t cost effective manner. kVe help the client solicit proposals, evaluate the strengths and weaknesses of all options, anti then lead the client to a Successful implementation. This effort is ahvays led by the local, day,-to-dav, financial advisor�, tearn that is Supported by our swap team.. Commercial Paper. PFNI created the first Commercial Paper 4"(11") program for one of our Florida school district clients that needed debt financing to accelerate construction of critical projects but could not, issue long-term debt. ITAM develol,,)(-d a strategy whereby over $250 million in CP draws were structured to meet spend -down requirenients so the proceeds would not be subject to arbitrage yield restrictions. In the end the positive arbitrage and other investment income was so large that interest earnings exceeded interest expenses, resulting in the CP program functioning like I no -cost, S250 million Line of credit. In each case, PF-M developed these unique financing tools to meet special client needs in a manner consistent: v,ith prudent debt rnanagement goals. Monfoc Couiity — RFQ for Fiiiaiicial Advisory Services 1 30 Monroe C oulety - RU) for Financial ldvisoq Scrvices � 3 Respondent shall complete and execute the fornls specifiek] below and kwated in Section Three of this RI"QQ, as Nvell ""ts copies ofall ins.11rance and businc,.,s tax receipts and shall include their in this; section, i,c. Tab 10: PFM completed forms are immediately follov6ng this page. Forms V (1) Submission Response F�(-)rrn v' (2) Lobbying and Conflict of Interest Ethics Clause v' (3) Non -Collusion Affidavit v' (4) Drug, Free Workplace Form Public I...'ritity Crime Statement (6) Any Respondent claiming a local preference as defined in Monroe County Ordinance 023-2009 must complete the Local Preference Form and attach to the Proposal. — N,,l a r lwl .Ibl( (7) PFAI's Insurance Statement and Evidence of Insurance Certificates Mon roc County R I -Q for 1^Inancia9 Advisory Services 1 32 Date: Jnu ry 6, 201 Signed:... Witness: Steve Bo s i (Print Name) SecrefaW op Director STATE OF: 1?eonsyivani Subscribed and sworp4q,jor affirmed) before me can (.date) by mm -_- (nai of a Rant). Wl be is ersoraalty known to rye or has Oqdaced m, NOTARY PUBLIC Eby CommissionExpires: 510812()17 i5 Lei" d u�f H OF r'ef;" N YL,4't" Pal.,+, ,*OEM The PFM Group W" I I a WIN V IV, January 6, 2016 As President & CII'O of Public Financial Management I affirm that Steve Boyle, Secretary & Managing Director of this firm, is authorized to make, enter into, sigm, sea] and deliver on behalf of this company a contractual document in connection With this Monroe County, FL proposal and/or agreement. Public I inancial Management, Inc. 11.1iollo jo 11.1iollo Psident/(, 1 0 . . . ....... The PFM Group & . Imm- - 1 9 to January 6, 2016 As President & CE10 of Public I i'inancial Management I affirm that Sergio Masvidal, Managing Dircctor of this firm, is authorized to make, enter into, sigm, seal and deliver on behalf of this company a contractual document in connection With this Monroe County, FL proposal and/or -agreement Public Financial Nlanagcment, Inc. LA )))hn Bonow Nesident/CF0 2015 FOREIGN PROFIT CORPORATION -ANNUAL REPORT DOCUMENT# P13127 Entity Name: PUBLIC FINANCIAL MANAGEMENT, INC. Current Principal Place of Business: TWO LOGAN SQUARE. SUITE 1600 18TH & ARCH STREETS PHILADELPHIA. PA 19103 Current Mailing Address: TWO LOGAN SQUARE, SUITE 1600 ATTN: COMPLIANCE MANAGER PHILADELPHIA. PA 19103 FEI Number: 23-1992164 Name and Address of Current Registered Agent: REGISTERED AGENT SOLUTIONS, INC. 155 OFFICE PLAZA DRIVE.. STE A TALLAHASSEE, FL 32301 US FILE© Feb 23, 2015 Secretary of State CC9280018867 Certificate of Status Desired: No The above named r?nd•ly svbrti:ts tires sfartment fit lire purpose of N]any1.n i IS feg:Str:!e--J DgeCe Or rert:slect� d agent. w both. ire tht, State ❑f F'c!,da SIGNATURE: Electronic Signature of Registered Agent Off icerfDirector Detail Title PCEO Name BONOW JOHN Address T L SO STU 1600 18TH & ARCH STREETS City -State -Zip PHILADELPHIA PA 19103 Title S Name BOYLE,STEVE Address T L SO STE 1600 18TH & ARCH STREETS City -State -Zip. PHILADELPHIA PA 19103 Title VPT Name MARGOL€S, MARTY Address 2101 N FRONT STREET SUITE 200 City -State -Zip HARRISBURG PA 17110 ale I ty cen: y tea! the -m•af:z^.-,Jcwed 0rI r,:s .eN 0,1 c+ s:;7 w'r.M'r r,3: re,: an z tree.sr•d acCu'd'e J:+:'rp.+r inr � e-=rrL!7': s:'-'] :;;& era.: Pa. L' ire same :Pya; e!`r?ct as r! 7•ade t"ar i a^i aFi al. e: rr a: re:ro., acme c-,pc rarl:: vt i?e re �e i e, c:• A-o a-P.--tv r�4 to efr.-L!e r?':s •ea]-1 as ie:� •ed tr tihap cea• F.:'?. Fi,::Ya s. aa^-p a; r=a•s e!fe r• P'I P ?: a: r, ^nr :Ae e rc :cered SIGNATURE: JOHN BONOW PRESIDENT 02/23/2015 Electronic Signature of Signing Off!cerJDirector Detail Gate State Florida Department o State !f I certify from the records of this office that PUBLIC FINANCIAL MANAGEMENT, INC. is a Pennsylvania corporation authorized to transact business in the State of Florida, qualified on February 5, 1987. The document number of this corporation is P 13127. I further certify that said corporation has paid all fees due this office through December 31, 2015, that its most recent annual report/uniform business report was filed on February 23, 2015, and that its status is active. I further certify that said corporation has not filed.a Certificate of Withdrawal. Given under my hand and the Green Seal of the State of Florida tit Tallahassee, the Capital, this the Twenty sectond day of Juna, 2015 Secretary of State Wracking Numher: CU0730504724 To authen tirate this certif€cate,sisit the fallawing site enter this number, and then fallow the instructions displayed. https:llser► kcs.sunbix.orgiFilingslCertipcatc£HStatuslCertiiicateAuthenticadon A� R Public Fin ancigj Nan ;qgpMq_qj,_Inc. it (Company) its ... warrants that t�eht has not employed, retained or otherwise had act on his/hef behalf any former County officer or employee in violation of Section 2 of Ordinance No:. 010-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 010-1990. For breach: or violation of this provision the County may, In! its discretion, terminate this Agreement Without liability and may also, in its discretion, deduct from the Agreement or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to; the formier County officer or employee." (Sign t ire Date: _ January 6, 2016 STATE OF: PENNSYLVANIA COU NTY OF: Subscribed and swore to (or affirmed) before me on Jan uary.fx,-210 6- (date) by Steve Boyle ,-- . ...... (name of affiant). He/S4-ie is personally known Rol Notary Public of P-M I'm W., -W - W-ft I I M 1 0* OF 74 "Iq Jt �ILL'11'1, 11 34 of 45 NON -COLLUSION AFFIDAVIT 1, Steve Boyle ,, of the city of Philadelphia according to law or my oath, and under penalty of pedury, depose and say that 1 1 am Secretary & Managing Director ofthe firm of Public Financial Management, Inc. the bidder making thc- Proposal for the project described in the Request for Proposals for Financial Adviso[y Services and that I executed the said proposal with full authority to do so; 2. The prices in this bid have been arrived at independently without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor; 3. Unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to bild opening, directly or indirectly, to any other bidder or to any competitor, and 4. No attempt has been made or will be made by the bidder to induce any other person, partnership or corporation to submit, or not to submit, a bid for the purposz. of restricting competition; 5. The statements contained in this affidavit are true and correct, and made with full knowledge that Monroe County relies, upon the truth of the statements contained ir this affidavit in awarding contracts for said project. ?-Sigrial u- W)- I - rWIN-M STATE OF, PENNSYLVANIA COUNTY OF: PHILAQF-LPHIA Subscribed and sworn to (or affirmed) before me on JdaUgry 6. 2016 (date) by (name of affiant). He/She, is W.T.M.1 WAQ= M r L. HbwbW �fbtary Public of PA 'Y PU BommI I lk My Cission Expires: Mgy 8, DRUG -FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statutes Section 28i7.087 hereby certifies that: Public Financial Manaaerne�jt, Inc. (Name of Business) As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. X i Mure Date: January 6- 20_IB____ STATE OF: PELIUSYLVANIA- COUNTY OF: PHli. DELPHIA (name of affiant). He/Sha-Is personally known to me Cnm N01-AIRIAL I,',, EAL j r- j�,, E,� R L "A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids, on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier ' subcontractor, or CONTRACTOR under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287,017, for CATEGORY TWO for a period of 36 months fro the date of being placed on the convicted ve-tidor list." KI (Signature) Date: Jane ary6,2016 a IFITV I zff#iIL41 - Subscribed and swom to (oraffirmed) before me on— — OnUaryo,2Q1 I !II III U ILIL 'y VANNA ,!�'mONWVALTH Or PCNNS i- S' JEN!'417-Ei,?, L 1� -- pj My Commission Expires: 05jQaj2QjZ 37of45 AONROE COUNTY, FLORIDA Request For Waiver of Insurance Requirements It is requested that the Insurance requirements, as specified in the County's Schedule of Insurance Requirements, be waived or modified on the following contract- M-7717-no CMM lanagement, Inc. Contract for: Financial AdyisoNr2ervices Address of Contractor: Two Logan Square, Suite 1600 F �h l d ,elphia, PA 19103 Phone: f215) 567-6100 Scope of Work: Financial Advisory Services PFM ha�-ng owned Professional Uability: Coverage is written on claims -made basis" 2 ME= M 11 =4 =El 111 Er, no & M PF IN The PFM Group Financial & Investment Advisors Insurance Statement Public Financial Management, Inc. ("PFM") is pleased to conform to the insurance requirements as outlined in the RFP. However, due to constraints imposed by the underlying insurer, our policies cannot be endorsed to guarantee notification if coverage is reduced or materially changed. Therefore, PFM asserts the following and will be bound by submission of our proposal to the Monroe County, FL. "PFM will not materially alter any of the insurance policies currently in force and relied on in this proposal. Further, PFM will not reduce any coverage amount below the limits specified in the RFP". PFM has a complete insurance program, including property, casualty, comprehensive general liability, automobile liability and workers compensation. PFM maintains professional liability and fidelity bond coverages which total $25 million and $10 million, respectively. PFM also carries a $10 million cyber liability policy. Deductibles/SIR: Automobile $250 comprehensive & $500 collision Cyber Liability $50,000 General Liability $0 Professional Liability (E&O) $1,000,000 Financial Institution Bond $75,000 Insurance Company & AM Best Rating Professional Liability (E&O) .., Endurance American Specialty Insurance; (A:XV) ......XL Specialty Insurance Company; (A.XV) ----------------------------------„ ----- Continental Casualty Company; (A:XV) .... - ... Starr Indemnity & Liability Company, (A:X1V) financial Institution Bond Federal Insurance Company; (A+-IXV) Cyber Liability„•••. ...... ,......... jndian Harbor Insurance Company (A) General Liability -------------------- Great Northern Insurance Company; (A++IXV) Automobile Liability----•-..-----_. Federal Insurance Company; (A+ -IXV) Excess /Umbrella Liability _...... Federal Insurance Company; (A++IXV) Workers Compensation ........... Great Northern Insurance Company; (A++IXV) & Employers Liability Client#: 203700 PUBLIFINAN ACQR0. CERTIFICATE OF LIABILITY INSURANCE DATE 111IMMInD IIn[nJDDrrrrr} 5 THIS CERTIFICATE IS ISSUED AS A MATTER OF 114FORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPDf2T4kt: if the certificate holder is an ADDITIONAL INSURED, the policy[ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Conner Strang & Buckelew PNgNE 877 $s1'3220 _--...__ FAx g56-552-6$$5 A.'tiNo Ext]'., ._ ....'- .. ....._.._._- _..._. {AfC, Hs}' Two Liberty Place E-MAIL ADDRESS 50 S. 16th Street, Suite 3600 INSURER{SI AFFORDING COVERAGE NAI_C_A Philadelphia, PA 19102 Great Northern Insurance Com ..........•........ 20303 . INSURER A : an P INSURED INSURER8: Federal Insurance Company 20281 Public Financial Management Inc. INSURER C : Two Logan Square Suite 1600 INSURER D . 18th & Arch Streets -—.......................................-............................. INsuRkR E : INS Philadelphia, PA 19103-2770 . URER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS 1S TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIRE'.1ENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOC:UI-DENT WITH RESPECT TO WHICH THIS CERTIFICArE HAY BE ISSUED OR rJAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECt TO ALL THE TERNIS, EXCLUSIONS AND CONDITIONS OF :;UCH ......._ --..�A...D. ......... ..... TYPE ❑r INSIR GENERAL LIABILITY i.35363950 POLICIES. .D..L.T YS?. LINIITS SHOWN fAAY HAVE BEEN REDUCED -.......__...-.......... BR ........ ......-....... ..... �MPOLICY WVpPDL{CY NUMBER fYEYFYrY .........-_- 1113012015 BY PAID CLAIMS iMPOLICY IYEYXYAY 11130/2016 51�000 (}Ol1 ..-_ . '_ ............... .. .LTR LIMITS A EA''H O',-CLJRREN!.'E .... DAMAGE TO RENTED fAFI X C,^MiRCIAL GENERAL LIABILITY ' S1,000,000 $ 10 0a0 • ] CLA!°.?S "RACEFRI GCCUR DIED EXP fAnl One pers:nl $1 000,000 -CRSONAL & ACV IrJ _IHY GENER.A'.A,.RECATE . $2,000,000 CEN'.. A�iGR%LiATE LI°.?ITAPPLIES PER FR:)CUCT - CGN!P CP AG $2,000,000 .... U I FEC7 LC�: ..... PL.ICY ---...._..1.._. f _.......- ..... AUTOMOBILE LIABILITY .... ...-. ........................... .._. . _..-....- ..-.............---- _.-. aFQJG..L-t..L_Ih_1T , _._ B $1,000,OOa 8CDILY I!4.ejRY !FP-r Fer S-nI ANT AUTO s ----- ............. .. . B� OILY I!S�tJRY IFer aced?nt, ALL CJ'ANED B'�HEDJLED ,._ gU79S ,�. AJTCS NGNO:YNEC X H'RED AUTOS . X AJT'CS S 5 FPOP ERTYpAP.IA;;I: UMBRELLA LIAO 1cCUR 7977408D 1113012016 11/301201 EA`-H OCCURRENCE B $10 800 400 X1 EXCESS LJAB CLAIMS -MADE. AGiREGATE s10 a00 Oa0 A CEC RFTENTI--^hJS WORKERS eorrPeNSATS❑!t AND EMPL4Y!`RS' LIAHILr Y ANY PROPRIt;TGR:PARTNER-EXE(UTtrE Y Ar �N ❑FFICERAIL F.SSEREXCLIJDED? CJ IMandatory In NHI NIA 71739979 1101/2016 01101/201 OTH.. X fby 'y AFI TS . FR Isis. 1.9 S _ E L EACH AGCICENT --.�.._ ......_....................... E.L DISEASE -EA E" PT QYEZ O ,D0 } 000 S1,000 000 E:L. D!SEraSE : POLICY LI[VI;T If yes deKnve,mde* CESCRIPTFCN OF OPERATIONS he'c.� I S1,000,000 DESCRIPTION ❑F OPERATIONS 1 LOCATIONS 1 VEHICLES (Attach ACORD 101. Addktlonal Remarks Schedule. I[ more space Is requ[red) EVIDENCE OF COVERAGE ONLY CERTIFICATE HOLDER UANt:t LLAki ItJrV Public Financial Management, Inc SHOULD ANY CIF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Two Logan Square #1800 ACCORDANCE WITH THE POLICY PROVISIONS. 18th & Arch Street Philadelphia, PA 19103-2770 AUTHORIZED REPRESENTATIVE 46 •y l►'' Oc 4988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 j2010105j 1 Of 1 The ACORO name and logo are registered marks of ACORD #S1371342IM1369075 J5C 0 DATE IMMIDorYYM ACOPR►CV CERTIFICATE OF LIABILITY INSURANCE 12,18,2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTENT] OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL_ INSURED, the policy(iesy must be endorsed, If SUBROGATION 1S WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the r-erfCfirate holder in lieu of such endorsementis). PRODUCER NAlr1£: �Brian Rozynski .. . Crystal IBC LLC PHONE 212-504-1882 FAX 212-504-1899 (AJCE-MAILo E" t)_ WC. Noy: dba Crystal &Company Financial Square, 32 Old Slip bria n - rozy its Iti @ crystal co. co In ADDRESS: . New York IVY 10005 INSURER tS) AFFORDING COVERAGE NAIL # INSURER A. -Endurance American Specialty Insura 41718 INSURED INSURER B --XL Specialty insurance Company 137885 Public Financial Management, Inc. INSURER c :Confinental Casualty Company 20443 Two Logan Square, Suite 1600 INSURER D:Starr Indemnity & Liability Co 38318 18th and Arch Streets Philadelphia PA 19103 INSURER E : IxsuReR F : nrr fIl raaOrn. '17C;1911?AF"i Or:lII12In KI KfIIKAQC!0- xTHIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED To THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. MR ADDL.SUSR' POLICY EFF POLICY ExP LTR TYPE OF INSURANCE fNSD : WVD : POLICY NUMBER (MMfDDIYYYY MMIDD•'YYYY) LIMITS C DMM ERCIAL GENERAL LI AU It ITY EACH OCCURRENCE S 0Ah1AGE TO RENTED CLAIMS MADE OCCUR PREMISES (Ea occurrence) S . . NIE❑ EXP (Any ane Person) S.. . . PERSONAL 8 ADV INJURY S GEN'L AGGREGATE LIMIT APPLIE5 PER ' GENERAL AGGREGATE 5 PRO- LOC POLICY • JECT PRGDUCTS - CLIMP.7P AGG .. S . OTHER s G a IN SINGLE LIA1 S AUTOMOBILE LIABILITY . i tEa acc:den[y • ANY AUTO 641)ILY INXJRY [Per Gerson] S ALB. ❑W'idEA : SCHEDULED 130DILY INJURY [Per acadehl): S AUTOS AUTOS N �N-O rVNED : PROPERTY DAMAGE �S HIRED AUTOS AUTGS Ter accident} .. . D UMBRELLA LIAR OCCUR SISIXFL21243315 11134f2015 1113017016 EACH OCCURRENCE S = EXCESS LIAR CLAIMS -MADE. AGGREGATE 5 DEP � � RETENTIONS � � S WORKERS COMPENSATION PER OTH- STATUTE. ER rrY AND EMPLOYERS' LIABIUYIN' .. ANY PR OPRiE70R:PAR TNER:EXECUTIViE [[`` E L EACH ACCIDENT S OFF ICER+MEMBER EXCLUCED7 N I A _ (Mandatary in NH} E L DISEASE - EA EMPLOYEE- S If yes, describe under DESCRIPTION OF OPERATIONS be�w E L DISEASE - PGLfCY Llh7rr $ A Pmfessrorial Lrabff ly FIP1000816170D 1113012015 11/3012016 Limit a Liabifily Su25,000,000 each 8 ELU14187815 11/30/2015 11/30/2016 clalmfaggregate C .596398650 11130/2015 11/3072016 al[ claims DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 1a1, AdditIonaI Remarks Schedule, may be attached Hmore space Is required) Evidence of coverage only. Coverage is provided without exclusion for securities transaction - The Professional Liability Policy is non -cancelable by the Insurer except for non-payment of premium. Errs n=n J!"AWI -I I n-rinlu SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Public Financial Management, Inc. ACCORDANCE WITH THE POLICY PROVISIONS. Two Logan Square, Suite 1600 AUTHORIZED REPRESENTATIVE 91- 18th and Arch Streets Philadelphia PA 19103 U ItidU-LU 14 At, UKL] ;-VKF'V KA I IURL R!I r19 na i retierveO. ACORt3 25 (2014101) The ACORD name and logo are registered marks of ACORD :iramoc. County 1U,Q for Financial , dvison, Services 13 A. Commonwealth of Pennsyla= and State of Flotida License ............. Monrot Counry - RFQ for Financial Advi�onl Services � 34 ,tatt ZcPartment of Abtate ®ff[te of t1je l wretarp of tfje cammanbJeaf tb ZCo all to w1pirr tfje5e Jte5ent5 5fjalt come, Greeting: WHEREAS, Under the provisions of the Business Corporation Law, approved the 5th day of hiay, Anro Pomini one thousanc nine hundred and thirty-three, P. L. 364, as amended, the Department of State is ahlthoriaed and required to issue e CERTIFICATE CF INCORPORATION evidencing the incorporation of a business corporation pxganizea under the terms of that law. AND WHEREAS, The stipulatio;-�s and conditions of that law have been fully complied with by the persons desiring to incorporate as PUBLIC PINANCIAL MANAGEMENT, INC. THEREFORE, KNOW YE, Ti-at subject to the Constitution of this Commonwealth and under the authority of the Business Corporation Law, I d❑ by these presen.s, vlhich I have caused to be sealed with the Great Seal of the Ccmmcna+ealth, create, erect, and incorporate the incorporatios of and the subscribers to the shares of the proposed corporation named above, their associates and successors, and also these who may thereafter become subscribers or holders of the shares of such corporation, into a body politic and corporate in deed and in law by the name chosen hereinbefore specified, which shal_ exist perpetually and shall be invested with and have and enjoy all the powers, privileges, and franchises incident to a business corporation and be subject to all the duties-, requirements, and restrictions specified and enjoined in and by the Business Corporation Law and all other applicable laws of this Commonwealth. GIVEN under my Hand and the Great Seal of the Commonwealth, at the City of Harrisburg, this I lth day of April in the year of our Lord one thousand nine hundred and sevent -five and of the CQiracnwealth the one hundred and ___... ninety-ninth Secretary o the Commonwealth 7JSCEI.20 i R- sh.a P State of Florida Department o Statz.,- I certify from the records of this office that PUBLIC FINANCIAL MANAGEMENT, INC. is a Pennsylvania corporation authorizers to transact business in the State of Florida, qualified on February 5, 1987. The document number of this corporation is P 13127. I further certify that said corporation has paid all fees due this office through December 31, 2015, that its most recent annual report/uniform business report was filed can February 23, 2015, and that its status is active. I further certify that said corporation has not filed.a Certificate of Withdrawal. Chen under nry hand and the Great Seal of the State of Florida at Tallahassee, the Capital, [Iris the Twettty-second days of Ane, 2015 1(gs Secretaty of State Trucking Number: CU0730504124 To authenticate this certiticate,visit the following site vntcr Ibis number, and then follow the instructions displa►'ed. http&tiservkcs.sunbiz.orW ilingslCertificalcOf5tatuslCertiricateAuthentication _;— Monroe [:a unry RFQ fOr Financial .1c vjs'onr Services 1 35 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C.20549 OPPICE Of, THE SECRETART September 9, 2014 IN THE MATTER OF: Public Financial Management, Inc. Two Logan Square, Suite 1600 18th & Arch Streets Philadelphia, PA 19103-2700 SEC FILE NO.: 857-00482 ORDER GRANTING REGISTRATION PURSUANT TO SECTION 15B (a) (2) OF THE SECURITIES EXCHANGE ACT OF 1934 The above -named Applicant has completed its application with the Commission for registration as a municipal advisor pursuant to Section 1513(a)(2) of the Securities Exchange Act of 1934 (the' Act") on the above -referenced application Completion date. The Commission finds that the application contains the information prescribed under Section 1513(a)(2) of the Act and the rules thereunder. The Commission has not passed on the accuracy or adequacy of the information, and the effectiveness of Applicant's registration does not imply Commission approval or disapproval of Applicant's registration, Accordingly, it is ORDERED, pursuant to Section 1513(a)(2) oft}tie Act, that the Applicant's registration be, and hereby is, granted, effective forthwith. For the Commission, by the Office of Compliance Inspections and Examinations, pursuant to delegated authority. ,C>r4e V7 Deputy Secretary Certificate of Current MSRB Registration The Municipal Securities Rulemaking Board JMSRB) certifies that the organization listed below Is registered with the MSIRB as of the date of this letter. M4RB ID: 1[0204 Regiruatton Daft: D 000mber 8, 2010 Regl bdfon Type: Munkisai Advhw Corny Nmme: F�u�e i Ciai i�tagemenL irc. This certificate may he verified by contacting the MSRB Market information Department at (703) 797-6668 or by email to Marketinforrnatton@msrb.orrx. Name: Stephanie Braddeii, Operations Manager Date: September 12, 2011 00 na.sRv4 sidwaso mad& VA 2014 2D2gn • Client#:203700 PUBLIFINAN _ ACORDTM CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY)11/21/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed.If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Conner Strong&Buckelew PHONE(A/0,No,Ext):877-861-3220 FAX (A/C,No): 856-552-6885 Two Liberty Place E-MAIL ADDRESS: 50 S. 16th Street,Suite 3600 INSURER(S)AFFORDING COVERAGE NAIC# Philadelphia, PA 19102 INSURER A:Great Northern Insurance Compan 20303 INSURED INSURER B:Federal Insurance Company 20281 Public Financial Management,Inc. INSURER C: 1735 Market Street INSURER D: 43rd Floor INSURER E: Philadelphia, PA 19103-2770 INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LT RR TYPE OF INSURANCE N W SR VD POLICY NUMBER POLICY EFF POLICY EXP (MM/DD/YYYYI (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY 35363950 11/30/2016 11/30/2017 EACH OCCURRENCE $1,000,000 CLAIMS-MADE X OCCUR RREfNIEES(Es oNcu F nce) $1,000,000 MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE S 2,000,000 PRO- POLICY JECT X LOC PRODUCTS-COMP/OPAGG $Included in OTHER: $General Agg. B AUTOMOBILE LIABILITY 73248555 11/30/2016 11/30/2017 COMBIaaccideNEnt)SI S1>000>D NGLE LIMIT 000 (E ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS X HIRED AUTOS X NON-OWNED PROPERTY DAMAGE $ _ AUTOS (Per accident) B X UMBRELLA LIAB X OCCUR 79774080 11/30/2016 11/30/2017 EACH OCCURRENCE S10,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE S10,000,000 DED RETENTION$ $ A WORKERS COMPENSATION 71739979 01/01/2017 01/01/201 X STATUTE OTH- ER AND EMPLOYERS'LIABILITY Y/N nn{ T OFFICER/MEMBOER EXCLUDED?ECUTIVE N N/A BY�( ,K Mn� AG ,r,d U E.L.EACH ACCIDENT $1,000,000 (Mandatory in NH) (,A..`�`.`�s'a' �f\ E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below Y \ E.L.DISEASE-POLICY LIMIT $1,000,000 DATE r YE8 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE: Financial Advisory Services WAIVER Mi. Monroe County Board of Commissioners are included as additional insured under the captioned Commercial General Liability and Automobile Liability Policies if required by written contract. CERTIFICATE HOLDER CANCELLATION Monroe County SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Board of County Commissioners ACCORDANCE WITH THE POLICY PROVISIONS. 1100 Simonton Street Key West, FL 33040-1026 AUTHORIZED REPRESENTATIVE ©1988-2014 ACORD CORPORATION.All rights reserved. ACORD 25(2014/01) 1 of 1 The ACORD name and logo are registered marks of ACORD #51615212/M1613994 J5C POLICY NUMBER: i7324.65-55 COMMERCIAL AUTO 16.024316 Ed. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY. AND NON-CONTRIBUTORY LIABILITY INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: PUBLIC FINANCIAL MANAGEMENT,INC. Endorsement Effective Date: 1 1 /3 0/16 SCHEDULE Name(s)Of Person(s)Or Organization(s): Persons or Orgaizationa described in the Who Is An Insured section of this contract and that you are obligated pursuant to a written contract or agreement, to provide with primary insurance as is afforded by this policy, but only to the minimum extent required by such contract or agreement. Information required to complete this Schedule.if not shown above,will be shown in the Declarations. The following is added to Item 5.—"Other insurance'of item B.—"General Conditions'under Section IV—"Business Auto Conditions'; e. Regardless of the provisions of Paragraph 5.a. through d, above, for any liability arising out of the ownership,maintenance,use,rental,lease,loan, hire or borrowing by an "insured" of a covered"auto" for which an insured' is contractually obligated to provide primary Insurance coverage to a client, this Coverage Form will be primary and non-contributory with respect to the Persons or Organizations in the schedule,regardless of the availability or existence of other collectible insurance under any other Coverage Form or policy that applies on a primary basis. 16-02-0316 Ed.10 14 POLICY NUMBER: )7324-85-55 COMMERCIAL Auto CA04 44 0310 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM IMth respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date Is indicated below. Named Insured: Public Financial Management, Inc. EndorsementEffective 11 /30/1 6 SCHEDULE Names) Of Person(s) Or Organi atton(s): Any person or organization where you are required pursuant to a written contract or agreement to waive rights of subrogation against such person or organization. Information required to complete this Schedule,if not shown above,will be shown In the Declarations. The Transfer Of Rights Of Recovery Against Others To Us Condition does not apply to the person(s) or organization(s) shown In the Schedule, but only to the extent that subrogation is waived prior to the"ac- ddent'or the"loss" under a contract with that person or organization. CA 04 44 0310 (10 Insurance Services Office,Inc., 2009 Page 1 of 1 0 Liability Insurance Endorsement Policy Period • November 30, 2016 — November 30, 2017 Effective Date 1 1 /3 0/1 6 PoNcy Number 3536.39-50 PHL Insured PUBLIC FINANCIAL MANAGEMENT,INC. Name of Company GREAT NORTHERN INSURANCE COMPANY Date Issued This Endorsement applies to the following forms: GENERAL LIABILITY Under Who Is An Insured,the following provision is added. Who Is An Insured Additional Insured- Persons or orgonizatlons shown in the Schedule are Insureds;but they are Insureds only ltyou arc Scheduled Person obligated pursuant to a contract or agreement to provide them with such Insurance as is afforded by Or Organization this policy. However,the person or organization is an Insured only: • Wand then only to the extent the person or organization is described in the Schedule; • to the extent such contract or agreement requires the person or organization to be afforded status as an insured; • for activities that did not occur,in whole or in pan,before the execution of the contract or agreement;and • with respect to damages,loss,cost or expense for injury or damage to which this insurance applies. No person or organization is an Insured under this provision: • that is more specifically identified under any other provision of the Who is An Insured section(regardless of any limitation applicable thereto). • with respect to any assumption of liability(of another person or organization)by them in a contract or agreement.This limitation does not apply to the liability for damages,loss,cost or expense for injury or damage,to which this insurance applies,that the person or organization would have in the absence of such contractor agreement. Liability Insurance Additional ln eiNtrelP grganhellaa continued Form 8642-2367(Rev.S-07) Endorsement Page • • Liability Endorsement (continued) Under Conditions,the following provision is added to the condition titled Other Insurance. Conditions Other Insurance— If you are obligated.pursuant to a contract or agreement,to provide the person or organization Primary,Noncontributory shown in the Schedule with primary insurance such as is afforded by this policy,then in such case Insurance—Scheduled this insurance is primary and we will not seek contribution from insurance available to such person Parson Or Organization or organization. Schedule Persons or Organizations desribed in the Who Is An Insured section of this contract and that you are obligated pursuant to a written contract or agreement, to provide with primary insurance as is afforded by this policy, but only to the minimum extent required by such contract or agreement. All other terms and conditions remain unchanged. Authorized Representative Liability insurance Additional In eic PeimpO ganizellon last page Fern 60-02 2367(Rev.5-07) Endorsement Page 2 Liability Insurance Endorsement Policy Period November 30, 2016 — November 30, 2017 Effective Date 1 1 /3 0/1 6 Policy Number 3536-39-50 PHL Insured PUBLIC FINANCIAL MANAGEMENT,INC. Name of Company GREAT NORTHERN INSURANCE COMPANY Date Issued This Endorsement applies to the following forms: GENERAL LIABILITY Under Conditions,Transfer Or Waiver Of Rights Of Recovery Against Others,the following provision is added: Conditions Transfer Or Waiver Of However,we waive any right of recovery we may have against the designated person or Rights Of Recovery organization shown below because of payments we make for injury or damage arising out of your Against Others ongoing operations or done under a contract with that person or organization and included in the products-completed operations hazard.This waiver applies to the designated person or organization. Uabirity Insurance Condition—Waiver Of Transfer 01 Rights Of Recovery continued Form 80.02 2362(Rev.4-01) Endorsement Page 1 • Conditions Transfer Or Waiver Of Designated Person Or Organization Rights Of Recovery where organization Any person or or Against Others. ._ _. .. .. . . __._ . g you are required pursuant (continued) to a written contract or agreement to waive rights of subrogation against such person or organization. All other terms and conditions remain unchanged. Authorized Representative Liability Insurance Condition—Waterer Of Transfer Of Rights Of Recovery last page Fonn 80-02 2362(Rev.4-01) Endorsement Page 2 . WORKERS'COMPENSATION AND EMPLOYERS'UABWIY INSURANCE POLICY WC 124 (4.84) WC 00 03 13 WAIVER OF OUR RIGHT TO RECOVER.FROM.OTHERS ENDORSEMENT This endorsement changes the policy to which it is attached effective on the inception date of the poky unless a different date is indicated below. {The falbwing'attaching clause"need be completed only when this endorsement is Issued subaegwent to preparation of the poky.) This endorsement.effective on 01 /01 1 01 7 at 12:01 A.M.standard tune,forms a part of ra Policy No. 7173-99-79 of the GREA MORT 'N INSURANCE COMPANY 1 • I r I- . - .71 -A issued to PUBLIC FINANCIAL MANAGEMENT INC Endorsement No. jiff 0 O. We have the right to recover our payments from anyone Ha= _ for an injury y this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us' This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. Schedule Any person or organization where you are required pursuant to a written contract or agreement to waive rights of subrogation against such person or organization. WC 124(4-84) WC CO 0313 Copyright 1983 National Council on Compensation Insurance. Page 1 of 1 • ACCORD® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/°D/YYYY) ‘....---' 1/23/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NAMEACT Brian Rozynski Crystal&Company PHONE 212-504-1882 FAX 212-504-1899 Crystal IBC LLC (NC Fat) (A/C.Not: 32 Old Slip E-MAILADDRESS:brian.rozynski@crystalco.com New York NY 10005 INSURER(S)AFFORDING COVERAGE NAIL# INSURER A:Endurance American Specialty Insura 41718 INSURED INSURER B XL Specialty Insurance Company 37885 Public Financial Management, Inc. INSURER C:Continental Casualty Company 20443 1735 Market Street INSURER D:Starr Indemnity&Liability Co 38318 43rd Floor Philadelphia PA 19103 INSURER E:Everest National Insurance Company 10120 INSURER F: COVERAGES CERTIFICATE NUMBER: 1931539455 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDLBUBA POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER (MMIDD/YYYY) (MMIDDIYYYY) COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES(Ea occurrence) S MED EXP(Any one person) $ PERSONAL 8 ADV INJURY $ GEN'LAGGREGATE LIMIT APPLIES PER: A P OV Y RIS ANAGEMENT GENERAL AGGREGATE $ POLICY PRO LOC I PRODUCTS-COMP/OP AGG $ JECT —__ OTHER: BY I AUTOMOBILE LIABILITY DATE------ - COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO WAIVER N/ YES, BODILY INJURY(Per person) $ ALLOSVNED SCHEDULED BODILY INJURY(Per accident) S AUTUTS NON-OWNED PROPERTY DAMAGE S HIRED AUTOS AUTOS (Per accident) D UMBRELLA LIAB OCCUR 1000057499161 11/30/2016 11/30/2017 EACH OCCURRENCE S E X EXCESS LIAR FL5ML00220161 11/30/2016 11/30/2017 CLAIMS-MADE AGGREGATE S DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE N/A E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S A Professional Liability FIP10008161701 11/30/2016 11/30/2017 Limit of Liability $30,000,000 B ELU14750016 11/30/2016 11/30/2017 Aggregate Limit C 596398650 11/30/2016 11/30/2017 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space Is required) Evidence of coverage only. THE PROFESSIONAL LIABILITY POLICY IS NON-CANCELABLE BY THE INSURER EXCEPT FOR NON-PAYMENT OF PREMIUM. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Monroe County THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Board of County Commissioners ACCORDANCE WITH THE POLICY PROVISIONS. 1100 Simonton Street Key West FL 33040-1026 AUTHORIZED REPRESENTATIVE I ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD