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Hawthorne 2024 LRBs, Transaction Overview (V1)

Hawthorne City Council
April 23, 2024

Document
Hawthorne 2024 LRBs, Transaction Overview (V1)
Meeting
April 23, 2024
Body
Hawthorne City Council
Original file
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Text extracted from the city's file for reading and search. Open the original on cityofhawthorne.primegov.com. That file is the official record.

City of Hawthorne
Proposed Funding Option for
Capital Improvement Projects
April 2024
Table of Contents and Executive Summary
I. Project Overview
a. The City is making significant investment in its infrastructure to address significant deferred maintenance and to improve services for residents
b. Staff conducted a statewide survey to evaluate best practices and would like to recommend issuing ~$25 million of lease revenue bonds (LRBs) to help fund a portion of its CIP II. Team Selection
a. City staff has engaged a highly qualified investment bank to help identify the optimal approach and lead the underwriting efforts on behalf of the City b. The selected underwriter has a history of success with the City of Hawthorne III. Benefits, Considerations, Cost and Timeline
a. LRBs will help the City protect reserves for a potential economic slowdown or unforeseen economic uncertainties at a favorable borrowing cost
b. To minimize its borrowing cost, staff is evaluating various structuring options and working to establish policies that could help deliver a credit rating upgrade c. Preliminary timeline would secure funds by July 2024 Section I
Project Overview
3 The City is Making Large Investments in its Infrastructure  The City has done a good job of
improving cash reserves and is
now undertaking much needed
capital improvements for
residents
 CIP projects total [$42.8
million] over 5-years
 City staff is using a variety of
funding mechanisms to minimize
or eliminate debt financing
 Local return dollars
 Federal, State, County and
local grants
 ARPA funds
 General Fund
City of Hawthorne Capital Improvement Projects
Project Est. Cost
El Segundo Blvd. Improvement (Phase II) $600,000
Imperial Highway Improvement $3,800,000
El Segundo Blvd Improvement (Phase I) $2,000,000
Rosecrans Ave Improvement $4,000,000
Rosecrans Ave (Signal & Capacity Enh.) $2,000,000
120th St. Improvements (Phase II) $0
Crenshaw Blvd Improvement $4,000,000
North East Hawthorne Improvement $4,300,000
120th St. Improvement (105 Fwy To Felton) $3,200,000
Moneta Gardens Improvement $4,600,000
Hawthorne Blvd Mobility (Phase II) $2,350,000
Betty Ainsworth Gymnasium Roof Replacement $787,000
Sewer Main & Misc Storm Drain $2,200,000
Seismic Retrofit 2023 $0
City Owned Building Roof Rehabilitation $1,500,000
Hawthorne Jim Thorpe & Council Chambers $444,000
Hawthorne Memorial Center Hvac System $2,426,000
Hawthorne Housing Rehabilitation $4,147,000
Zela Davis Park Renovation Project $0
Alley Improvement Project Cdbg Funds $450,000
Total $42,804,000
4 CIP Funding Survey of California Cities to Evaluate Best Practices Recent Civic Center and Public Safety Expansion Projects ($millions) Rialto Indio Lake Elsinore Ontario Fontana S. San Francisco Projects Police Station
Refunding +
Public Safety +
City Hall
City Hall City Hall +
Fire Station
Refunding +
Fire Station +
Training Facility
Civic Center +
Police Station
Funding
Mechanism
Lease Revenue
Bonds
Lease Revenue
Bonds
Lease Revenue
Bonds
Lease Revenue
Bonds
Lease Revenue
Bonds
Lease Revenue
Bonds
Sale Date Dec 2023 Jun 2022 Jun 2022 May 2022 Oct 2021 May 2021 Bond Amount $56.5 $119.5 $23.7 $90.8 $23.1 $86.4
Project Cost $83.0 $106.0 $28.0-30.0 $136.3 $22.0 $185.8 Completion Jul 2026 Q1 2025 Jun 2024 Q2 2025 Mar 2023 Q2 2023  California cities are investing in public infrastructure due to years of deferred maintenance  Many cities have healthy General Fund budgets due to growing property taxes, increasing sales taxes and Federal and State grants
 To identify best practices, our team conducted a survey of the funding mechanism most commonly used by peer group cities throughout the State  Our statewide survey shows LRBs are the most commonly used funding tool for CIP projects of all sizes
Section II
Team Selection
6 The City Engaged a Top Ranked Investment Bank
52 52 years in business (one of the oldest and largest privately-owned investment bank in the U.S.)
25% Ramirez is an underwriter in 25% of all municipal bonds sold nationally since 2020 (full credit to each)
80% 80% of Ramirez’ business is in municipal bonds
$5.3 bn Sufficient capital to underwrite a $5.3 billion issue $211M Average size for Ramirez senior managed bond issues* 36 17 municipal bond sales specialist, 16 taxable bond sales specialist and 3 local gov’t investment pool sales specialists
*Source: Thomson Reuters from
1/1/2020 through 10/26/2023
 The City has engaged Ramirez because they have the experience and resources to deliver the lowest borrowing cost to the City
 National resources with local experts and history of working with the City Eric McKean
Managing Director
General
Government Expert
7 Local Banking Professionals with Relevant Experience
Fernando Guerra
Managing Director
Policy Expert
Esthela Carreon
Vice President
Banking Support
General Government Team
Patty McGrorry
Managing Director
Lead Underwriter
Peter Block
Managing Director
Credit Strategies
Underwriting and Credit ($5.3 billion UW Capacity)
Banking Coverage Team
Raul Amezcua, Senior Managing Director
Role: Head of West Coast Public Finance
 32+ years of experience
 Former Head of CA Public Finance at
Stifel & De La Rosa & Co.; joined
Ramirez in same role on Feb. 1, 2021
Mike Mejia, Managing Director
Role: California Specialist
 Lead banker on the City’s 2019 POBs
 Structured over 100 California senior
managed financings with a par amount
of more than $7 billion
Shayan Golshan, Associate
Role: General Government Support
 Most recently helped craft the credit
narrative and execute LRBs for the cities
of Placentia, Lynwood and El Centro
8 Experience Working with California Cities
$20,000,000* $42,295,000 $12,715,000 $9,190,000 $174,740,000

CITY OF

MONTEREY PARK

CITY OF

INGLEWOOD CITY OF CLOVIS

PLACENTIA PUBLIC

CFINANCING AUTHORITY

CITY OF

LOS ANGELES
Sole Manager Senior Manager Sole Manager Sole Manager Co-Senior Manager March 2024 September 2023 August 2023 August 2023 July 2023 $40,825,000 $10,275,000 $21,330,000 $90,830,000 $36,525,000

EL CENTRO PUBLIC

FINANCING AUTHORITY

SUCCESSOR AGENCY TO

CITY OF LYNWOOD

SUCCESSOR AGENCY TO

CITY OF VERNON

ONTARIO PUBLIC

FINANCING AUTHORITY

CITY OF

SAN FERNANDO
Senior Manager Sole Manager Sole Manager Senior Manager Sole Manager May 2023 October 2022 June 2022 May 2022 August 2021
$226,180,000 $16,700,000 $106,335,000 $17,590,000 $121,865,000

CITY OF

REDONDO BEACH

EL CENTRO FINANCING

AUTHORITY

CITY OF

MONTEREY PARK

CITY OF

COACHELLA

CITY OF

HAWTHORNE
Joint-Book Runner Sole Manager Senior Manager Sole Manager Senior Manager July 2021 May 2021 February 2021 November 2020 September 2019 *Pending; subject to change.
9 Successful History with the City of Hawthorne
Overview
City of Hawthorne
2019 Taxable Pension
Obligation Bonds
Date: September 2019
$121,865,000  Bonds were issued to refinance the City’s entire unfunded accrued actuarial liability of the California Public
Employees’ Retirement System
Successful
Results
 Structured with level debt service to improve future
budgetary control and secure refunding savings
 30-year level debt service and a traditional 10-year
par call option
 Ramirez conducted a robust two week marketing period
to secure credit approval from the maximum number of
investors
 Marketing included an investor roadshow and
multiple one-on-one calls with investors
 Generated orders from a broad universe of buyers
that allowed Ramirez to reduce spreads by 10 bps
in 2049 from pre-pricing levels
 Investor demand helped secure an All-In True Interest Sole Senior Manager Cost of 3.61%
Section III
Benefits, Considerations, Cost and Timeline
11 LRBs Offer a Cost Effective Funding Option to the City 1/18/2000
High: 6.04%
8/10/2020
Low: 1.28%

0.0 1.0

2.0 3.0

4.0 5.0

6.0 7.0
Jan-00Jan-01Jan-02Jan-03Jan-04Jan-05Jan-06Jan-07Jan-08Jan-09Jan-10Jan-11Jan-12Jan-13Jan-14Jan-15Jan-16Jan-17Jan-18Jan-19Jan-20Jan-21Jan-22Jan-23Jan-24 Since 2000
Average: 3.74%
Current
4/3/2024: 3.78%
30-Year Tax-Exempt Interest Rates (January 2000 to Present)  Interest rates are at historical averages despite increases from their all-time lows (COVID)  Cities utilize LRBs as a funding sources to protect reserves and spread upfront costs  LRBs are most commonly structured with level debt service over 30 years  Bonds will include an option to refinance the bonds prior to their maturity 12 LRBs Offer a Cost Effective Funding Option to the City  In preparation for a bond financing, the
City will be making an effort to improve
its credit rating
 The City is establishing management
policies that are considered best
practices by the rating agencies
 Higher rating would reduce the
borrowing cost of the transaction
 Structuring alternatives will be evaluated
in the upcoming months to ensure the
City moves forward with the most
favorable option
 Asset transfer to eliminate
capitalized interest
 Net vs. Gross funding
Sample Bond Cost - $25 million
City of Hawthorne1
30-year Level Debt Service –10-year Par Call
Project Fund $25,000,000
Interest Rate2 4.24%
Annual Debt Service $1,484,599
Total Debt Service $44,537,975
1Preliminary; subject to change.
2All-in True Interest Cost.

City of Hawthorne Credit Overview
Current Rating in High Grade Category
‘Aa3/AA-/--’
 City will focus on the following
 Revenue growth and strong liquidity
 Robust economic development
 Best practices on financial policies to
improve management score
13 Preliminary Timeline1
Date Action
May 7th Kick-off Zoom call to discuss the Plan of Finance May 9th Draft preliminary staff report recommending the City formally hire the financing team circulated May 14th Comments due on preliminary staff report
May 21st Staff report submitted to City Clerk
May 28th City Council meeting to formally appoint financing team June 4th Initial draft of bond documents and POS circulated June 11th Comments due on bond documents and POS
June 18th Second draft of bond documents and POS circulated June 20th Comments due on bond documents and POS
June 25th First draft of Credit Presentation, third draft of bond documents and POS circulated June 27th All hand meeting to review Credit Presentation July 2nd Second draft of Credit Presentation circulated July 9th Comments due on second draft of Credit Presentation, third draft of bond documents and POS July 9th Third draft of Credit Presentation circulated
July 11th Comments due on third draft of Credit Presentation July 15th Submit Credit Package to Rating Agency and
Bond Insurers (if needed) and distribute proposed final Credit Presentation July 16th Credit Presentation Prep Call
Wk of July 22nd Credit Rating Presentation
Wk of August 5th Rating due
August 13th City Council meeting to approve sale of LRBs August 15th Post POS
August 21st Pre-pricing call
August 22nd Price Bonds
September 18th Closing
1Preliminary; subject to change.

Ramirez & Co., Inc. (“Ramirez”) has prepared this material and any accompanying information exclusively for the resolution to whom it is directly addressed and delivered in anticipation of serving as an underwriter to you. As part of our services as underwriter, Ramirez may provide advice concerning the structure, timing, terms, and other similar matters concerning potential financings Ramirez proposed to underwrite. This presentation is not complete and should only be viewed in conjunction with any oral briefing provided and any related subsequent material and/or presentation.

This presentation is for discussion purposes only. The information provided is based on information, market conditions, laws, opinions, and forecasts, all of\ which are subject to change. Ramirez is not obligated to update material to reflect subsequent changes. In preparing this presentation, information contained herein has been obtained from sources considered reliable, but Ramirez has not verified this information and does not represent that this material is accurate, current, or complete and it should not be relied upon as such. This presentation does not constitute a commitment by Ramirez to underwrite, subscribe for or place any securities or to extend or arrange credit or to provide any other services.

This material is not research and does not constitute tax or legal advice. Unless otherwise stated, any views or opinions expressed herein are solely the opinions of the author but not necessarily those of Ramirez and such opinions are subject to change without notice. The material contained herein is not a product of a research department and is not a research report. In accordance with IRS Circular Disclosure 230:

Ramirez does not provide tax advice. Accordingly, any discussion of U.S. tax matters included herein is not intended or written to be used, and cannot be used, in connection with the promotion, marketing, or recommendation by anyone not affiliated with Ramirez of any of the matters addressed herein or for the purpose of avoiding US tax related penalties. Additionally, Ramirez does not provide legal advice. Questions concerning tax or legal implications of materials should be discussed with your tax advisors and/or legal counsel.

Ramirez is not acting as a financial advisor or Municipal Advisor. Ramirez is not acting as your financial advisor or Municipal Advisor (as defined in Section 15B of the Securities Exchange Act of 1934, as amended), and will not have a fiduciary duty to you, in connection with the matters contemplated by these materials. You should consult your own financial advisors to the extent you deem it appropriate. Any information and/or analysis contemplated by these materials is provided by Ramirez in our capacity as either an underwriter or potential underwriter of securities.

Responsibilities of Ramirez as an underwriter. As an underwriter, Ramirez is required to deal fairly at all times with both municipal issuers and investors. Ramirez must purchase securities with a view to distributing securities in an arm’s-length commercial transaction with the issuer and has financial and other interests that differ from those of the issuer. Ramirez has a duty to purchase securities from issuers at a fair and reasonable price, but must balance that duty with its duty to sell them to investors at prices that are fair and reasonable.

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