Norton Rose Fulbright/RDA Bonds Allocation 16October 24, 2016
Frank J. Spevacek
City Manager
City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
Dear Mr. Spevacek:
A
NORTON ROSE FULBRIGHT
Norton Rose Fulbright US LLP
555 South Flower Sireel
Forty -First Floor
Los Angeles, California 90071
United States
Direct line +1213 892 9320
danny.kim@norlonrosefulbrighl.com
Tel +1 213 892 9200
Fax +1213 892 9494
We are pleased to provide a proposal to serve as Disclosure Counsel to the
Successor Agency to the La Quinta Redevelopment Agency (the "Successor Agency") in
connection with the issuance of tax allocation bonds (the "Bonds") for the purpose for refunding
the 2011 Tax Allocation Bonds.
Norton Rose Fulbright US LLP (the "Firm" or "Fulbright"), which is one of the
largest law firms in the United States, has consistently been among the leading law firms in the
United States in terms of number of public finance transactions for which it has acted as bond
counsel. In 2015, Thomson Financial ranked Fulbright third nationally among all bond counsel
firms in the nation and eighth national among all disclosure counsel firms. Our Firm recently
received the first-ever Client Choice Award as the top firm in the United States for client service.
The award is based on a survey of more than 1,000 corporate counsel nationwide. It is awarded
by the International Law Office, an official media partner of the International Bar Association
and the Association of Corporate Counsel. We are proud of this recognition of our Firm's
commitment to client service.
Attached hereto as Appendix A is a list of completed successor agency financings
since January 2013 that the Firm has participated in. We are currently working on several
succes-or agency .IinancingsSQr_various successor_agenciesincluding_the_ Cities of -Lancaster,
Imperial, Upland and Sofedad.
Norton Rose Fulbright US LLP is a limited liability partnership registered under the laws of Texas 49989520.1
Norton Rose Fulbnghl US LLP, Norton Rose Fulbt+ght LLP, Norton Rose Fulbright Australia, Norton Rose Fulbrighl Canada LLP, Norton Rose
Fulbright South Africa (inoorporated as Deneys Re,lr, Inc), each of which is a separate legal entlly, are members of Norton Rose Fulbright Vefetn, a
Sw15s Verein Delays of each entity, VAIh Certain regulatory nfomralton are at norlonroserutbrightoom Norton Rose Fulbright Verein helps coordinate
the activities or the members but does not itself provide Legal services to cUents
Mr. Spevacek
October 24, 2016
Page 2
Our fees for services as Disclosure Counsel will be $45,000. Our fees are not
contingent on the successful delivery of the Bonds.
You are advised that the Firm maintains Professional Errors and Omissions
insurance coverage applicable to the services which we would be rendering.
If this arrangement is satisfactory to you, please return to us a copy of this letter
executed by an authorized officer of the City.
Respectfully submitted,
Norton Rose Fulbright US LLP
Dye
Lanny)Kim, Partner
Terms of Disclosure Counsel {Employment
Approved This � Day of ,1V '2016
Successor Agency to the
Title, 0-rl K YV V� 6Fi
ATTEST.
4(Y)89520 I
lopment Agency
4<-t� 4444�'�
Susan Maysels, City Cleo
La Quinta, California
APPENDIX A
SUCCESSOR AGENCY REFUNDING
TRANSACTIONS SINCE JANUARY 2013
$27,850,000 Successor Agency to the Redevelopment Agency of the City of San Bernardino Tax
Allocation Refunding Bonds, Series 2016A (Tax -Exempt). Served as Underwriter's Counsel.
Closed April 13, 2016.
$16,030,000 Successor Agency to the Redevelopment Agency of the City of San Bernardino Tax
Allocation Refunding Bonds, Series 2016B (Federally Taxable). Served as Underwriter's
Counsel. Closed April 13, 2016.
$14,935,000 Successor Agency to the Coachella Redevelopment Agency Tax Allocation
Refunding bonds (Merged Project Areas) 2016 Series A. Served as Bond Counsel and
Disclosure Counsel. Closed March 2, 2016.
$9,690,000 Successor Agency to the Coachella Redevelopment Agency Taxable Tax Allocation
Refunding bonds (Merged Project Areas) 2016 Series B. Served as Bond Counsel and
Disclosure Counsel. Closed March 2, 2016.
$33,720,000 Successor Agency to the Tracy Community Development Agency 2016 Tax
Allocation Refunding Bonds. Served as Underwriter's Counsel. Closed February 9, 2016.
$4,350,000 Successor Agency to San Fernando Redevelopment Agency Tax Allocation
Refunding Bonds, Series 2016A. Served as Bond Counsel and Disclosure Counsel, Closed
February 2, 2016.
$145,080,000 Successor Agency to the Redevelopment Agency of the City of San Diego Tax
Allocation Refunding Bonds Series 2016A. Served as Underwriter's Counsel. Closed
January 28, 2016.
$30,105,000 Successor Agency to the Redevelopment Agency of the City of San Diego Tax
Allocation Refunding Bonds Series 20I6B. Served as Underwriter's Counsel. Closed
January 28, 2016.
$4.,840,000 Successor_ _Agency tp B_raWleyCommunity-Redeye]Qpment, Agency Tax Alloca6m
Refunding Bonds, Series 2016A. Served as Bond Counsel and Disclosure Counsel. Closed
January 27, 2016.
$19,770,000 Successor Agency to the Monrovia Redevelopment Agency Central Redevelopment
Project, Project Area No. 1, Taxable Tax Allocation Refunding Bonds, Issue of 2015A. Served
as Underwriter's Counsel. Closed December 17, 2015.
$3,890,000 Successor Agency to the Monrovia Redevelopment Agency Central Redevelopment
Project, Project Area No. I, "fax Allocation Refunding Bonds, Issue of 20156. Served as
Underwriter's Counsel. Closed December 16, 2015.
$4,475,000 Successor Agency to the Auburn Development Authority 2015 Tax Allocation
Refunding Bonds (Auburn Redevelopment Project). Served as Underwriter's Counsel. Closed
October 22, 2015.
$4,475,000 Successor Agency to the Auburn Urban Development Authority 2015 Tax Allocation
Refunding Bonds (Auburn Redevelopment Project). Served as Underwriter's Counsel. Closed
October 22, 2015.
$15,055,000 Successor Agency to the Dinuba Redevelopment Agency Merged City of Dinuba
Redevelopment Project and Dinuba Redevelopment Project No. 2, As Amended Tax Allocation
Refunding Bonds Issue of 2015. Served as Underwriter's Counsel. Closed October 1, 2015.
$14,315,000 Successor Agency to the Redevelopment Agency of the City of Azusa Amended
and Restated Merged Central Business District and West End Redevelopment Project Area
Subordinate Tax Allocation Refunding Bonds, Series 2015A (Tax-Exempt). Served as
Disclosure Counsel. Closed September 23, 2015.
$16,215,000 Successor Agency to the Redevelopment Agency of the City of Azusa Amended
and Restated Merged Central Business District and West End Redevelopment Project Area
Subordinate Tax Allocation Refunding Bonds, Series 2015B (Federally Taxable). Served as
Disclosure Counsel. Closed September 23, 2015.
$23,775,000 Successor Agency to the Community Redevelopment Agency of the City of
Montebello Subordinate Tax Allocation Refunding Bonds, Series 2015A (Tax-Exempt). Served
as Bond Counsel and Disclosure Counsel. Closed August 31, 2015.
$1,405,000 Successor Agency to the Community Redevelopment Agency of the City of
Montebello Subordinate Tax Allocation Refunding Bonds, Series 2015B (Taxable). Served as
Bond Counsel and Disclosure Counsel. Closed August 31, 2015.
$52,920,000 Successor Agency to the Carson Redevelopment Agency Subordinate Tax
Allocation Refunding Bonds, 2015 Series B (Taxable). Served as Underwriter's Counsel,
Closed August 20, 2015.
$15,740,000 Merced Designated Local Authority As Successor Agency to the Redevelopment
Agency—of the—Gity—of =Merced—Series-2015 Tax—Allocation Refunding Bonds,--Served--as
Disclosure Counsel. Closed August 6, 2015.
$8,205,000 Successor Agency to the Redevelopment Agency of the City of Rialto Tax
Allocation Housing Revenue Refunding Bonds (Merged Project Area) 2015 Series C (Taxable).
Served as Disclosure Counsel. Closed July 30, 2015.
49989520 1
$20,640,000 Successor Agency to the Redevelopment Agency of the City of Rialto Tax
Allocation Revenue Refunding Bonds (Merged Project Area) 2015 Series A (Tax Exempt).
Served as Disclosure Counsel. Closed July 30, 2015.
$15,290,000 Successor Agency to the Redevelopment Agency of the City of Rialto Tax
Allocation Revenue Refunding Bonds (Merged Project Area) 2015 Series B (Taxable). Served
as Disclosure Counsel. Closed July 30, 2015.
$18,925,000 Successor Agency to the Redevelopment Agency for the City of Colton Tax
Allocation Refunding Bonds, 2015 Series. Served as Bond Counsel, Closed July 29, 2015.
$23,665,000 Successor Agency for the Paramount Redevelopment Agency Redevelopment
Project Area No. 1 Tax Allocation Refunding Bonds, Series 2015. Served as Underwriter's
Counsel, Closed June 30, 2015.
$15,930,000 Successor Agency to the Placer County Redevelopment Agency 2015 Tax
Allocation Refunding Bonds, Series A. Served as Underwriter's Counsel. Closed June 24,
2015.
$5,140,000 Successor Agency to the Placer County Redevelopment Agency 2015 Tax Allocation
Refunding Bonds, Taxable Series B. Served as Underwriter's Counsel. Closed June 24, 2015.
$13,000,000 Successor Agency to the Lindsay Redevelopment Agency Lindsay Redevelopment
Project No. One Tax Allocation Refunding Bonds, Issue of 2015. Served as Underwriter's
Counsel. Closed June 18, 2015.
$8,985,000 Successor Agency to
Refunding Bonds (Merged Project
Closed June 9, 2015.
$6,595,000 Successor Agency to
Refunding Bonds (Merged Project
Counsel. Closed June 9, 2015.
the South EI Monte Improvement District Tax Allocation
Area) 2015 Series A. Served as Underwriter's Counsel.
the South El Monte Improvement District Tax Allocation
Area) 2015 Series B (Taxable). Served as Underwriter's
$12,560,000 Successor Agency to the Lancaster Redevelopment Agency Combined
Redevelopment Project Areas (Housing Programs) Tax Allocation Refunding Bonds, Issue of
2015A. Served as Underwriter's Counsel. Closed March 25, 2015.
$10,950,000 Successor Agency to the Lancaster Redevelopment Agency Combined
Rede-velopmenl-Project-Areas, (Housing- Programs). Taxable -Tax -Allocation Refunding -Bonds,
Issue of 2015B. Served as Underwriter's Counsel. Closed March 25, 2015.
$23,300,000 Successor Agency to the Vista Redevelopment Agency Vista Redevelopment
Project 2015 Subordinate Tax Allocation Refunding Bonds, Series A (Federally Taxable).
Served as Disclosure Counsel. Closed March 4, 2015.
49999520 1
$33,880,000 Successor Agency to the Vista Redevelopment Agency Vista Redevelopment
Project 2015 Subordinate Tax Allocation Refunding Bonds, Series B -I (Tax -Exempt). Served as
Disclosure Counsel. Closed March 4, 2015.
$1,240,000 Successor Agency to the Vista Redevelopment Agency Vista Redevelopment Project
2015 Subordinate Tax Allocation Refunding Bonds, Series B-2 (Federally Taxable). Served as
Disclosure Counsel. Closed March 4, 2015.
$15,915,000 Successor Agency to the Camarillo Community Development Commission Tax
Allocation Refunding Bonds, Series 2014 (Camarillo Corridor Project). Served as Bond
Counsel. Closed November 12, 2014.
$46,140,000 Successor Agency to the Redevelopment Agency of the City of Cathedral City Tax
Allocation Revenue Refunding Bonds, Series 2014A (Merged Redevelopment Project Area).
Served as Bond Counsel and Disclosure Counsel. Closed October 15, 2014.
$15,630,000 Successor Agency to the Redevelopment Agency of the City of Cathedral City Tax
Allocation Housing Revenue Refunding Bonds, Series 2014B (Merged Redevelopment Project
Area). Served as Bond Counsel and Disclosure Counsel, Closed October 15, 2014.
$11,985,000 Successor Agency to the Redevelopment Agency of the City of Cathedral City
Taxable Tax Allocation Housing Revenue Refunding Bonds, Series 2014C (Merged
Redevelopment Project Area). Served as Bond Counsel and Disclosure Counsel. Closed
October 15, 2014.
$9,250,000 Successor Agency to the Coachella Redevelopment Agency Subordinate Tax
Allocation Bonds (Merged Project Areas) 2014 Series. Served as Bond Counsel and Disclosure
Counsel. Closed October 15, 2014.
$16,515,000 Successor Agency to the Redevelopment Agency of the City of Rialto Tax
Allocation Refunding Bonds (Merged Project Area) 2014 Series A. Served as Disclosure
Counsel, Closed September 17, 2014.
$3,760,000 Successor Agency to the La Puente Community Development Commission Tax
Allocation Revenue Refunding Bonds, Series 2014A (La Puente Redevelopment Project) Bank
Qualified. Served as Bond Counsel. Closed August 29, 2014.
$9,735,000 Successor Agency to the City of California City Redevelopment Agency California
City Redevelopment Project Area Tax Allocation Refunding Bonds, Series 2014. Served as
Underwriter's Counsel.- Closed August -20,-2014,. -
$15,635,000 Successor Agency to the Palm Springs Community Redevelopment Agency 2014
Subordinate Tax Allocation Refunding Bonds. Served as Disclosure Counsel. Closed
August 14, 2014.
$10,970,000 Successor Agency to the Norco Community Redevelopment Agency Norco
Redevelopment Project Area No. One Tax Allocation Refunding Bonds (School District Pass -
Through) Issue of 2014. Served as Underwriter's Counsel. Closed August 13, 2014.
499895201
$20,525,000 Successor Agency to the Norco Community Redevelopment Agency Norco
Redevelopment Project Area No. One Tax Allocation Refunding Bonds Issue of 2014. Served as
Underwriter's Counsel. Closed August 13, 2014.
County of Los Angeles Redevelopment Refunding Authority Tax Allocation Revenue Refunding
Bonds - $33,215,000 Series 2014A (Tax -Exempt) South Gate Redevelopment Project No.
Claremont Consolidated Redevelopment Project/$3,920,000 Series 20148 (Federally Taxable)
South Gate Redevelopment Project No. 1. Served as special counsel to South Gate. Closed July
31, 2014.
$6,950,000 Successor Agency to the South EI Monte Improvement District Tax Allocation
Refunding Bonds (Merged Project Area) 2014 Series A. Served as Underwriter's Counsel.
Closed July 16, 2014.
$11,125,000 Successor Agency to the Bell Gardens Community Development Commission
Second Subordinate Tax Allocation Revenue Refunding Bonds, Series 2014C (Central City
Redevelopment Area) (Taxable). Served as Bond Counsel and Disclosure Counsel. Closed
June 18, 2014.
$6,775,000 Successor Agency to the Bell Gardens Community Development Commission Tax
Allocation Revenue Refunding Bonds, Series 2014B (Central City Redevelopment Area). Served
as Bond Counsel and Disclosure Counsel. Closed June 18, 2014.
$3,555,000 Successor Agency to the Bell Gardens Community Development Commission Tax
Allocation Revenue Refunding Bonds, Series 2014A (Project No. 1 Redevelopment Area).
Served as Bond Counsel and Disclosure Counsel. Closed June 18, 2014.
$7,910,000 Successor Agency to the Irwindale Community Redevelopment Agency City
Industrial Development Project 2014 Tax Allocation Refunding Parity Bonds (Bank Qualified).
Served as Disclosure Counsel. Closed May 8, 2014.
$2,9I5,000 Successor Agency to the Irwindale Community Redevelopment Agency City
Industrial Development Project 2014 Taxable 1-Iousing Tax Allocation Refunding Parity Bonds.
Served as Disclosure Counsel. Closed May 8, 2014.
$74,310,000 Successor Agency to the Morgan Hill Redevelopment Agency Refunding Revenue
Bonds Series 2013A. Served as Bond Counsel. Closed December 4, 2013.
$14,365,000 Successor Agency to the Morgan Hill Redevelopment Agency Refunding Revenue
Bonds Series:20=13B (Taxable-), Served as -Bond Counsel. Glosed-December-4 01-3:
$13,120,000 Successor Agency to the Redevelopment Agency of the City of Placentia, Placentia
Redevelopment Project, 2013 Tax Allocation Refunding Bonds. Served as Disclosure Counsel.
Closed December 3, 2013.
$5,275,000 Successor Agency to the Coachella Redevelopment Agency Subordinate Tax
Allocation Bonds (Merged Project Areas) 2013 Series. Served as Bond Counsel and Disclosure
Counsel. Closed October 24, 2013.
499895201
$18,015,000 Successor Agency to the Walnut Improvement Agency Walnut Improvement
Project 2013 Tax Allocation Refunding Bonds. Served as Underwriter's Counsel. Closed
July 30, 2013.
$22,090,000 Successor Agency to the Upland Community Redevelopment Agency Upland
Community Redevelopment Project (A Merged Project) Tax Allocation Refunding Bonds, Issue
of 2013. Served as Disclosure Counsel. Closed June 4, 2013.
49989520 1
T4ht 4ha w
MEMORANDUM
TO: Frank J. Spevacek, City Manager
FROM: Gil Villalpando, Management Specialist
DATE: November 2, 2016
RE: APPROVE AMENDED AGREEMENTS WITH HARRELL AND COMPANY
ADVISORS, LLC, AS MUNICIPAL ADVISOR AND NORTON ROSE FULLBRIGHT
US LLP, AS DISCLOSURE COUNSEL IN CONNECTION WITH 2016 BOND
FINANCING FEES FOR SERVICES
Attached for your signature are the Amended Agreements with Harrell and Company
Advisors, LLC, as Municipal Advisors and Norton Rose Fulbright US LLP, as Disclosure
Council.
Please sign the attached agreement(s) and return to the City Clerk for processing and
distribution.
Requesting department shall check and attach the items below as appropriate:
_X_ Contract payments will be charged to account number: TBD by Finance
_X_ Amount of Agreement, Amendment, Change Order, etc.: $41,000 H & C; $45,000 NRF
_N/A_ A Conflict of Interest Form 700 Statement of Economic Interests from Consultant(s) is attached with
no reportable interests in LQ or _ reportable interests
_N/A_ A Conflict of Interest Form 700 Statement of Economic Interests is not required because this Consultant
does not meet the definition in FPPC regulation 18701(2).
Authority to execute this a reement is W -sed upon:
_X_ Approved by the Successor Agency on November 1, 2016
_N/A_ City Manager's signature authority provided under Resolution No. 2015-045 for budgeted expenditures
of $50,000 or less
_N/A_ Initial to certify that 3 written informal bids or proposals were received and considered in selection
The following required -documents are attached to theagreement:
_N/A_ Insurance certificates as required by the agreement (approved by Risk Manager on date)
_N/A_ Performance bonds as required by the agreement (originals)
_N/A_ City of La Quinta Business License number
_N/A_ Purchase Order number