CSG Advisors hicorporated Jaimary 28, 2015
<br /> Proposal: Housing Fina ndat Aiialyticai and Advisory Services Page 16 of 25
<br /> not in the particular interest of the issuer (its subordinate lender),
<br /> Issuer Protection on Unrated Bonds, With the compression of yield spreads bemeen highly rated
<br /> and unrated debt, borrowers often suggest that the public agency issue unrated bonds to multiple
<br /> buyers. We have helped many agencies establish policies to prohibit or highly constrain such bond
<br /> issues. t"Xalliples of the protections we have helped build include: no more than one bond owner,
<br /> sophisticated investor letter from the original purchaser and any subsequent purchaser, and - perhaps
<br /> most innovative - a provision that the issuer (-,,in never be in clofatilt on the bonds; rather the
<br /> bondholder can catise the bonds to be redeemed by having the trustee siinply assign all assets to the
<br /> bondholder. We have helped negotiate these protections in issues sold to Bank of America, Citigroup,
<br /> GE Capital, a Merrill Lynch bond ftmd, US, Bank, Wells Fargo and other major purchasers.
<br /> Outstanding Bond Issues, Mfflly Underwriters and financial advisors foctis primarily on issuance of
<br /> JIM bonds;, In contrast, CS(3 recognizes the importance of ongoing management, We are available for
<br /> follow-tip work with public agency staff and bond trustees to better unclerstand and manage outstanding
<br /> debt, and to assure compliance with indenture / loan agree bent / and other provisions. We do not
<br /> charge separately for this work unless there are major changes to the transaction (like the potential need
<br /> for a work-out or to deal with amendments to outstanding bonds).
<br /> In addition, CSG has helped more than a dozen issuers to:
<br /> 0 Address remaining regulatory restrictions and fee payinents due to the City when the borrower
<br /> may want to prepay the outstanding bonds, for Orange County, Hayward, Anaheim and many
<br /> other issuers,
<br /> 0 Avoid potential bond clefaUttl, for Denver, Oklahoma, Pasadena and Phoenix,
<br /> a
<br /> Review potential opportunities to refund old bonds at lower rates, with a renewed regkdatory,
<br /> period on behalf of the City,
<br /> 0 Sell whole loans and securities for clients irlChiding Los Angeles County, Orange County,
<br /> Washington State, and the University of California,
<br /> 0 Evaluate residual assets from prior bond issues that cat) be released to the issuer, irlChicling for
<br /> the SOLIthel-11 California Home Finance Authority, Cjity of Los Angeles, County of Los Angeles,
<br /> Orange County, Contra Costa County, Sacramento County, and City of San Francisco.
<br /> Housing Financial Analytic Services
<br /> Otir airs in this work is to provide the level of assistance rccluested by our individual client, to help
<br /> ,assure the inost effective arse of staff as well As to be cost-effective for the client's given needs. Our aim
<br /> is to provide whatever support and training will best help the client. Exaniptes of this approach
<br /> inclocle:
<br /> Sharing the skills and strategies with the client's staff as the work proceeds. For
<br /> example, we played a major role in drafting RFP's for developers and tax credit investors in the,
<br /> early years of our involvement with the San Francisco Housing Authority on its HOPE* V]
<br /> projects, We have done similar work more recently for the housing authorities of the Comity of
<br /> Monterey and Santa Clara, with the staff of the those agencies taking on greater roles and
<br /> responsibilities as their skills grew with each transaction.
<br /> Providing foTrnal training on bonds, tax Credits and affordable housing finance We
<br /> have done this for ritunei-OUS public agencies, including the San Francisco Mayor's Office of
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