05/16/2016Monday, May 16, 2016
1:00 PM
City of Clearwater
City Hall
112 S. Osceola Avenue
Clearwater, FL 33756
Council Chambers
Pension Trustees
Meeting Agenda
May 16, 2016Pension Trustees Meeting Agenda
1. Call To Order
2. Approval of Minutes
2.1 ID#16-2448 Approve the minutes of the April 18, 2016 Pension Trustees Meeting as
submitted in written summation by the City Clerk.
3. Citizens to be Heard Regarding Items Not on the Agenda
4. New Business Items
4.1 ID#16-2310 Approve the new hires for acceptance into the Pension Plan as listed.
4.2 ID#16-2311 Approve the following request of employee Brent Peters, Information
Technology Department to vest his pension as provided by Section 2.419 of
the Employees’ Pension Plan.
4.3 ID#16-2312 Approve the following request of employees Dale Johnson, Public Utilities
Department, Terry Avery, Solid Waste General Services Department and
Russell Shawen, Engineering Department, for a regular pension as provided
by Sections 2.416 and 2.424 of the Employees’ Pension Plan.
4.4 ID#16-2439 Approve Class A Interests fee structure for IFM Global Infrastructure money
manager, to include foreign currency hedging.
5. Adjourn
Page 2 City of Clearwater Printed on 5/12/2016
Cover Memo
City of Clearwater City Hall
112 S. Osceola Avenue
Clearwater, FL 33756
File Number: ID#16-2448
Agenda Date: 5/16/2016 Status: Agenda ReadyVersion: 1
File Type: MinutesIn Control: Pension Trustees
Agenda Number: 2.1
SUBJECT/RECOMMENDATION:
Approve the minutes of the April 18, 2016 Pension Trustees Meeting as submitted in written
summation by the City Clerk.
SUMMARY:
APPROPRIATION CODE AND AMOUNT:
USE OF RESERVE FUNDS:
Page 1 City of Clearwater Printed on 5/12/2016
Pension Trustees Meeting Minutes April 18, 2016
City of Clearwater
City Hall
112 S. Osceola Avenue
Clearwater, FL 33756
Meeting Minutes
Monday, April 18, 2016
1:00 PM
Council Chambers
Pension Trustees
Page 1 City of Clearwater
Draft
Pension Trustees Meeting Minutes April 18, 2016
Roll Call
Present 5 - Chair George N. Cretekos, Trustee Doreen Caudell, Trustee Bob
Cundiff, Trustee Hoyt Hamilton, and Trustee Bill Jonson Also Present – William B. Horne – City Manager, Jill Silverboard – Assistant City
Manager, Pamela K. Akin – City Attorney, Rosemarie Call – City
Clerk, Nicole Sprague – Official Records and Legislative Services
Coordinator
To provide continui ty for research, items are listed in agenda order although not
ne cessarily discussed in that order.
Unapproved
1. Call To Order – Chair Cretekos
The meeting was called to order at 2:34 p.m. at City Hall.
2. Approval of Minutes
2.1 Approve the minutes of the March 14, 2016 Pension Trustees meeting as submitted in
written summation by the City Clerk.
Trustee Hamilton moved to approve the minutes of the March 14,
2016 Pension Trustees meeting as submitted in written summation
by the City Clerk. The motion was duly seconded and carried
unanimously.
3. Citizens to be Heard Regarding Items Not on the Agenda – None.
4. New Business Items
4.1 Approve the new hires for acceptance into the Pension Plan as listed.
Page 2 City of Clearwater
Draft
Pension Trustees Meeting Minutes April 18, 2016
Name/ Job Classification/Department Pension
Eligibility
Date
Eryn Berg, Gas Dispatcher, Gas Department
2/06/2016
Anthony Medina *, Police Comm. Operator Trainee, Police Dept.
2/08/2016
Mark Jones, Service Dispatcher, Gas Department 2/08/2016
Anthony Violante, Solid Waste Accounts Coordinator, Solid Waste
2/08/2016
Jose Jaquez, Stormwater Technician I, Engineering
2/08/2016
Michele Stewart, Customer Service Accounting Rep., Customer Service
2/08/2016
Vincent Giallonardo, Traffic Signal Technician, Engineering
2/22/2016
Christopher Smith, Stormwater Technician I, Engineering
2/22/2016
Chauncey Swinton, Stormwater Technician I, Engineering
2/22/2016
Zane King, Tradesworker, General Services
2/22/2016
Molly Doran, Police Comm. Operator Trainee, Police Department
2/22/2016
Kellen Scott, Police Comm. Operator Trainee, Police Department
2/22/2016
Nancy Selvick, Police Comm. Operator Trainee, Police Department
2/22/2016
Nicolette Sepanski, Police Comm. Operator Trainee, Police Department
2/22/2016
James Hatten, Fire Inspector II, Fire Department
2/22/2016
SemieAkeen Hearns, Public Utilities Technician I, Public Utilities
2/22/2016
LaRon Brown, Water Distribution Operator Trainee, Public Utilities
2/22/2016
Craig Campbell, Recreation Supervisor I, Parks and Recreation
2/22/2016
Bryan Burke, Stormwater Technician I, Engineering
2/08/2016
Page 3 City of Clearwater
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Pension Trustees Meeting Minutes April 18, 2016
* Anthony Medina was employed in temporary part-time positions from 06/02/2014 to
12/12/2014, 01/05/2015 to 12/11/2015, and 12/29/2015 to 02/05/2015. He was hired into a full time position on 02/08/2016 and will be eligible for pension as of 02/08/2016.
Trustee Jonson moved to approve the new hires for acceptance
into the Pension Plan as listed. The motion was duly seconded and
carried unanimously.
4.2 Approve the following request of employee Christopher Lyons, Police Department to
vest his pension as provided by Section 2.419 of the Employees’ Pension Plan.
Christopher Lyons, Police Officer, Police Department, was employed by the
City on March 12, 2001 and began participating in the Pension Plan on that
date. Mr. Lyons terminated from city employment on March 11, 2016.
The Employees’ Pension Plan provides that should an employee cease to be
an employee of the City of Clearwater or change status from full-time to
part-time after completing ten or more years of creditable service (pension
participation), such employee shall acquire a vested interest in the retirement
benefits. Vested pension payments commence on the first of the month
following the month in which the employee normally would have been eligible
for retirement.
Section 2.416 provides for normal retirement eligibility for non-hazardous duty
employees hired prior to the effective date of this reinstatement (January 1,
2013), a member shall be eligible for retirement following the earlier of the date
on which a participant has reached the age of fifty-five years and completed
twenty years of credited service; the date on which a participant has reached
age sixty-five years and completed ten years of credited service; or the date on
which a member has completed thirty years of service regardless of age. For
non-hazardous duty employees hired on or after the effective date of this
restatement, a member shall be eligible for retirement following the earlier of
the date on which a participant has reached the age of sixty (60) years and
completed twenty-five years of credited service; or the date on which a
participant has reached the age of sixty-five years and completed ten years of
credited service.
Section 2.416 provides for normal retirement eligibility for hazardous duty
employees, a member shall be eligible for retirement following the earlier of the
date on which the participant has completed twenty years of credited service
regardless of age, or the date on which the participant has reached fifty-five
years and completed ten years of credited service. Mr. Lyons will meet the
Page 4 City of Clearwater
Draft
Pension Trustees Meeting Minutes April 18, 2016
hazardous duty criteria and begin collecting pension in April 2021.
Trustee Caudell moved to approve the following request of
employee Christopher Lyons, Police Department to vest his
pension as provided by Section 2.419 of the Employees’ Pension
Plan. The motion was duly seconded and carried unanimously.
4.3 Approve the following request of employees Konrad McCree, Solid Waste General
Services Department, Ronnie Melton, Marine and Aviation Department, Richard
Nestor, Police Department and Raymond Niski, Police Department for a regular
pension as provided by Sections 2.416 and 2.424 of the Employees’ Pension Plan.
Konrad McCree, Solid Waste Equipment Operator, Solid Waste General
Services Department, was employed by the City on August 19, 1985, and his
pension service credit is effective on that date. His pension will be effective
March 1, 2016. Based on an average salary of approximately $43,982.86 over
the past five years, the formula for computing regular pensions and Mr.
McCree’s selection of the 100% Joint and Survivor Annuity with a 10% Partial
Lump Sum, this pension benefit will be approximately $30,034.20 annually.
Ronnie Melton, Marine Operations Supervisor, Marine and Aviation
Department, was employed by the City on July 17, 2006, and his pension
service credit is effective on that date. His pension will be effective August 1,
2016. Based on an average salary of approximately $37,971.11 over the past
five years, the formula for computing regular pensions and Mr. Melton’s
selection of the 100% Joint and Survivor Annuity, this pension benefit will be
approximately $8,841.84 annually.
Richard Nestor, Police Sergeant, Police Department, was employed by the City
on February 6, 1995, and his pension service credit is effective on that date.
His pension will be effective March 1, 2016. Based on an average salary of
approximately $99,598.09 over the past five years, the formula for computing
regular pensions and Mr. Nestor’s selection of the 100% Joint and Survivor
Annuity with a 30% Partial Lump Sum, this pension benefit will be
approximately $39,254.16 annually.
Raymond Niski, Police Communication Supervisor, Police Department, was
employed by the City on April 28, 1986, and his pension service credit is
effective on that date. His pension will be effective May 1, 2016. Based on an
average salary of approximately $66,676.92 over the past five years, the
formula for computing regular pensions and Mr. Niski’s selection of the 50%
Joint and Survivor Annuity, this pension benefit will be approximately
$53,156.52 annually.
Page 5 City of Clearwater
Draft
Pension Trustees Meeting Minutes April 18, 2016
Section 2.416 provides for normal retirement eligibility for non-hazardous duty
employees hired prior to the effective date of this reinstatement (January 1,
2013), a member shall be eligible for retirement following the earlier of the date
on which a participant has reached the age of fifty-five years and completed
twenty years of credited service; the date on which a participant has reached
age sixty-five years and completed ten years of credited service; or the date on
which a member has completed thirty years of service regardless of age. For
non-hazardous duty employees hired on or after the effective date of this
restatement, a member shall be eligible for retirement following the earlier of
the date on which a participant has reached the age of sixty years and
completed twenty-five years of credited service; or the date on which a
participant has reached the age of sixty-five years and completed ten years of
credited service. Mr. McCree, Mr. Melton, and Mr. Niski have met the
non-hazardous duty criteria.
Section 2.416 provides for normal retirement eligibility for hazardous duty
employees, a member shall be eligible for retirement following the earlier of the
date on which the participant has completed twenty years of credited service
regardless of age, or the date on which the participant has reached fifty-five
years and completed ten years of credited service. Mr. Nestor has met the
hazardous duty criteria.
Trustee Cundiff moved to approve the following request of
employees Konrad McCree, Solid Waste General Services
Department, Ronnie Melton, Marine and Aviation Department,
Richard Nestor, Police Department and Raymond Niski, Police
Department for a regular pension as provided by Sections 2.416
and 2.424 of the Employees’ Pension Plan. The motion was duly
seconded and carried unanimously.
4.4 Annual review of the Employees’ Pension Plan investment performance for the
calendar and plan year ended December 31, 2015.
Annually a presentation of the Plan’s investment performance is made to the
Trustees. For calendar 2015, the Plan realized an investment return of 1.42%,
versus a customized benchmark of 0.22%, placing the plan in the 31st
percentile of public pension plans per the Wilshire Public Plan Sponsor
Universe.
For the last three calendar years period, the plan had an annualized return of
8.98%, versus a benchmark of 8.08%, placing the plan in the 18th percentile of
public plans.
During calendar 2015, the Plan introduced a new investment category, core
Page 6 City of Clearwater
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Pension Trustees Meeting Minutes April 18, 2016
plus real estate, per the hiring of two new money managers. The Plan also
terminated one international equity money manager and hired two new
international equity money managers during calendar 2015.
During calendar 2016 to-date, the Trustees approved a new infrastructure
money manager, as well as the termination of an additional international equity
money manager.
Staff continues to seek diversification and decreased volatility in investment
returns for the Plan via alternative investment categories. In recent years, new
categories introduced have included timber investments, core plus real estate,
and infrastructure.
A number of money managers underperformed their indexes during calendar
2015. The investment committee, with the assistance of the Plan’s investment
consultant, CapTrust, closely monitors underperforming money managers and
will continue to recommend terminations and replacements when appropriate.
Finance Director Jay Ravins presented a PowerPoint presentation.
Trustee Caudell departed Chambers at 2:42 p.m.
Trustee Hamilton moved to accept the annual review of the
Employees’ Pension Plan investment performance for the calendar
and plan year ended December 31, 2015. The motion was duly
seconded and carried unanimously.
4.5 Accept the January 1, 2016 Annual Actuarial Valuation for the Employees’ Pension
Plan.
Per the actuary report dated January 1, 2016, a minimum City employer
contribution of $8.93 million, or 11.13% of covered payroll, is required for fiscal
year 2017. This is an increase of $176 thousand over the fiscal 2016 required
contribution of $8.76 million, or 11.66% of covered payroll.
The calendar year 2015 investment return was a loss of (0.28%) net of
investment fees, versus the assumed rate of 7.0%. The five-year smoothed
investment return based on the actuarial value of the assets was 7.64% versus
the assumed rate of 7.0%. Calendar 2011 through 2015 investment returns
were (0.32%), 13.92%, 16.90%, 7.99%, and (0.28%), respectively.
Page 7 City of Clearwater
Draft
Pension Trustees Meeting Minutes April 18, 2016
The plan experienced a net actuarial experience loss of $475,313 for the year.
The actuarial gain from an actuarial return of 7.64% versus assumption of
7.0% was more than offset by actuarial losses, primarily due to actual salary
increases of 8.65% versus expected 4.09%. This increase was partially due to
the inclusion of 27 pay periods in the calendar 2015 payroll totals, versus the
normal 26 pay periods. Adjusting for the extra pay period, the estimated
increase was 4.62% versus the assumption of 4.09%.
The Plan's funded ratio is 102.92% (including the credit balance) versus
101.89% for the prior year. The Actuarial Value of Assets exceeds the Market
Value of Assets by $8.7 million as of January 1, 2016.
The plan's credit balance, which reflects actual contributions in excess of
actuarially required contributions for prior years, increased from $10,381,518 to
$15,570,503 during calendar 2015. This $5.2 million increase was due to the
City’s intentional overfunding of the fiscal 2015 required contribution. The City
contributed approximately 17% of salaries, versus the actuarially required
11.66%, in order to increase the plan’s credit balance reserves for future
volatility in required contributions.
The Employees’ Pension Plan is highly leveraged on investment returns in
comparison to most pension plans, which means changes in investment
earnings cause significant increases or decreases in required employer
contributions. This year-to-year volatility necessitates building reserves, such
as the plan’s credit balance, during periods of positive investment earnings
experience. This provides the City the ability to subsidize increased employer
contributions during periods of negative investment earnings experience with
contributions from accumulated reserves.
Gabriel Roeder Smith representative Pete Strong reviewed the valuation
report.
Trustee Caudell entered Chambers at 2:46 p.m.
Trustee Hamilton moved to accept the January 1, 2016 Annual
Actuarial Valuation for the Employees’ Pension Plan. The motion
was duly seconded and carried unanimously.
4.6 Determine Trustees’ expected rate of return for pension plan investments for current
year, each of the next several years, and for the long term thereafter, in accordance
with FL Statutes 112.661(9).
Page 8 City of Clearwater
Draft
Pension Trustees Meeting Minutes April 18, 2016
Florida Statutes 112.661(9) requires an annual determination of expected rates
of return be filed with the Florida Department of Management Services, with
the plan’s sponsor, and with the consulting actuary.
Staff is recommending the current plan investment rate of return assumption of
7.0%, net of investment-related fees, as the expected annual rate of return for
the current year, for each of the next several years, and for the long term
thereafter.
In response to a question, Finance Director Jay Ravins said GASB 68
does not effect this actuarial report or valuation. GASB 68 marked up
the Plan's net assets at the beginning of the fiscal year; this year's
investment performance eliminated the asset and took it in as a $7
million liability by the end of the fiscal year. GASB 68 did not have a
significant impact on the balance sheet this year. A net pension liability
means that at September 30, 2015 valuation, the pension liability exceeded
the market value of the investments by $7 million. The information presented
to the Trustees today is based on the December 31, 2015 valuation.
Trustee Jonson moved to determine Trustees’ expected rate of
return assumption of 7.0% for pension plan investments for the
current year, each of the next several years, and for the long term
thereafter, in accordance with FL Statutes 112.661(9). The motion
was duly seconded and carried unanimously.
5. Adjourn
The meeting adjourned at 3:07 p.m.
Chair
Employees’ Pension Plan Trustees
Attest
City Clerk
Page 9 City of Clearwater
Draft
Cover Memo
City of Clearwater City Hall
112 S. Osceola Avenue
Clearwater, FL 33756
File Number: ID#16-2310
Agenda Date: 5/16/2016 Status: Agenda ReadyVersion: 2
File Type: Action ItemIn Control: Pension Trustees
Agenda Number: 4.1
SUBJECT/RECOMMENDATION:
Approve the new hires for acceptance into the Pension Plan as listed.
SUMMARY:
Name Job Classification Department Pension Eligibility Date
Robert Waite *Solid Waste Worker Solid Waste 03/05/2016
Candace Tuetken Police Communications Operator Trainee Police Department 03/07/2016
Christopher Damm Water Distribution Operator Trainee Public Utilities 03/07/2016
Tyler Jones Water Distribution Operator Trainee Public Utilities 03/07/2016
Nicholas Gossard Customer Service Representative Customer Service 03/07/2016
Jamie Thomas Solid Waste Worker Solid Waste 03/07/2016
Courtney Schultz **Recreation Leader Parks and Recreation 03/19/2016
Tonya Sandy Customer Service Representative Gas Department 03/21/2016
Valerie McHargue Paralegal Legal Department 03/21/2016
Daniel Castellano Parks Service Technician I Parks and Recreation 03/21/2016
Gregory Graff Police Service Technician Police Department 03/21/2016
Jada Grabis ***Parking, Facility, and Security Aide Marine and Aviation 03/19/2016
APPROPRIATION CODE AND AMOUNT:
N/A
USE OF RESERVE FUNDS:
N/A
Page 1 City of Clearwater Printed on 5/12/2016
Cover Memo
City of Clearwater City Hall
112 S. Osceola Avenue
Clearwater, FL 33756
File Number: ID#16-2311
Agenda Date: 5/16/2016 Status: Agenda ReadyVersion: 2
File Type: Action ItemIn Control: Pension Trustees
Agenda Number: 4.2
SUBJECT/RECOMMENDATION:
Approve the following request of employee Brent Peters, Information Technology Department
to vest his pension as provided by Section 2.419 of the Employees’ Pension Plan.
SUMMARY:
Brent Peters, Senior Systems Programmer, Information Technology Department, was
employed by the City on May 20, 2002, and began participating in the Pension Plan on that
date. Mr. Peters terminated from City employment on January 8, 2016.
The Employees’ Pension Plan provides that should an employee cease to be an employee of
the City of Clearwater or change status from full -time to part-time after completing ten or more
years of creditable service (pension participation ), such employee shall acquire a vested
interest in the retirement benefits. Vested pension payments commence on the first of the
month following the month in which the employee normally would have been eligible for
retirement.
Section 2.416 provides for normal retirement eligibility for non -hazardous duty employees
hired prior to the effective date of this reinstatement (January 1, 2013), a member shall be
eligible for retirement following the earlier of the date on which a participant has reached the
age of fifty-five years and completed twenty years of credited service; the date on which a
participant has reached age sixty -five years and completed ten years of credited service; or
the date on which a member has completed thirty years of service regardless of age. For
non-hazardous duty employees hired on or after the effective date of this restatement, a
member shall be eligible for retirement following the earlier of the date on which a participant
has reached the age of sixty years and completed twenty -five years of credited service; or the
date on which a participant has reached the age of sixty -five years and completed ten years of
credited service. Mr. Peters will meet the non -hazardous duty criteria and begin collecting a
pension in June 2022.
Section 2.416 provides for normal retirement eligibility for hazardous duty employees, a
member shall be eligible for retirement following the earlier of the date on which the participant
has completed twenty years of credited service regardless of age, or the date on which the
participant has reached fifty-five years and completed ten years of credited service.
APPROPRIATION CODE AND AMOUNT:
N/A
USE OF RESERVE FUNDS:
Page 1 City of Clearwater Printed on 5/12/2016
File Number: ID#16-2311
N/A
Page 2 City of Clearwater Printed on 5/12/2016
Cover Memo
City of Clearwater City Hall
112 S. Osceola Avenue
Clearwater, FL 33756
File Number: ID#16-2312
Agenda Date: 5/16/2016 Status: Agenda ReadyVersion: 2
File Type: Action ItemIn Control: Pension Trustees
Agenda Number: 4.3
SUBJECT/RECOMMENDATION:
Approve the following request of employees Dale Johnson, Public Utilities Department, Terry
Avery, Solid Waste General Services Department and Russell Shawen, Engineering
Department, for a regular pension as provided by Sections 2.416 and 2.424 of the Employees’
Pension Plan.
SUMMARY:
Dale Johnson, Wastewater Treatment Plant Oper A, Public Utilities Department, was
employed by the City on January 19, 1987, and his pension service credit is effective on that
date. His pension will be effective May 1, 2016. Based on an average salary of approximately
$71,663.09 over the past five years, the formula for computing regular pensions and Mr .
Johnson’s selection of the Life Annuity, this pension benefit will be approximately $57,704.16
annually.
Terry Avery, Fleet Mechanic Supervisor, Solid Waste General Services Department, was
employed by the City on February 17, 1987, and his pension service credit is effective on that
date. His pension will be effective May 1, 2016. Based on an average salary of approximately
$68,037.87 over the past five years, the formula for computing regular pensions and Mr .
Avery’s selection of the Life Annuity with a 20% Partial Lump Sum payment, this pension
benefit will be approximately $43,711.68 annually.
Russell Shawen, Parking Operations Supervisor, Engineering Department, was employed by
the City on October 27, 1997, and his pension service credit is effective on that date. His
pension will be effective April 1, 2016. Based on an average salary of approximately
$40,635.22 over the past five years, the formula for computing regular pensions and Mr .
Shawen’s selection of the 100% Joint and Survivor Annuity, this pension benefit will be
approximately $17,403.24 annually.
Section 2.416 provides for normal retirement eligibility for non -hazardous duty employees
hired prior to the effective date of this reinstatement (January 1, 2013), a member shall be
eligible for retirement following the earlier of the date on which a participant has reached the
age of fifty-five years and completed twenty years of credited service; the date on which a
participant has reached age sixty -five years and completed ten years of credited service; or
the date on which a member has completed thirty years of service regardless of age. For
non-hazardous duty employees hired on or after the effective date of this restatement, a
member shall be eligible for retirement following the earlier of the date on which a participant
has reached the age of sixty years and completed twenty -five years of credited service; or the
date on which a participant has reached the age of sixty -five years and completed ten years of
Page 1 City of Clearwater Printed on 5/12/2016
File Number: ID#16-2312
credited service. Mr. Johnson, Mr. Avery and Mr. Shawen have met the non -hazardous duty
criteria.
Section 2.416 provides for normal retirement eligibility for hazardous duty employees, a
member shall be eligible for retirement following the earlier of the date on which the participant
has completed twenty years of credited service regardless of age, or the date on which the
participant has reached fifty-five years and completed ten years of credited service.
APPROPRIATION CODE AND AMOUNT:
N/A
USE OF RESERVE FUNDS:
N/A
Page 2 City of Clearwater Printed on 5/12/2016
Cover Memo
City of Clearwater City Hall
112 S. Osceola Avenue
Clearwater, FL 33756
File Number: ID#16-2439
Agenda Date: 5/16/2016 Status: Agenda ReadyVersion: 1
File Type: Action ItemIn Control: Pension Trustees
Agenda Number: 4.4
SUBJECT/RECOMMENDATION:
Approve Class A Interests fee structure for IFM Global Infrastructure money manager, to
include foreign currency hedging.
SUMMARY:
The Trustees recently approved the hiring of IFM Global as the pension plan ’s infrastructure
money manager under the existing fee structure for the money manager at the time.
IFM Global has recently notified us that they are adopting a new fee structure for new
investors. They are also offering the new fee structure as an option to existing investors such
as Clearwater’s pension plan.
The new fee structure lowers the base management fee, from 0.97% to 0.77%, but
accelerates the money managers timing of sharing of earnings over the 8% hurdle rate.
Additionally, the new fee structure will include foreign currency hedging. The foreign currency
hedging is intended to reduce the volatility of returns from year to year caused by currency
exchange rates.
An irrevocable election is required by May 20, 2016, for any existing investors that would like
to opt for the new Class A Interests fee structure with foreign currency hedging. Any existing
investors not responding by the deadline will remain in the existing Class B Interests fee
structure.
The plan’s investment consultant, CapTrust, recommends adoption of the new fee structure
as being in the best interests of the plan, as it decreases net management fees up to an
earning threshold of 9.5% and increases manager incentives for performance in excess of the
8% hurdle rate. Additionally the foreign currency hedging is expected to produce the desired
result of decreasing the volatility of investment returns from year to year.
APPROPRIATION CODE AND AMOUNT:
N/A
Page 1 City of Clearwater Printed on 5/12/2016
1
April 18, 2016
City of Clearwater Employees' Pension Plan
100 S. Myrtle Ave.
Clearwater, FL 33756
USA
Dear Limited Partner,
Re: IFM Global Infrastructure Fund (“IFM GIF”) Future Fee Structure & Currency
Hedging
Over the past several months, IFM Investors has been analysing two important areas concerning IFM GIF
– whether to commence a foreign currency hedging strategy for the fund, and a comprehensive review
of the fee structure of the fund. At the Investor Advisory Committee (“IAC”) discussion during our
Annual General Meeting of investors last year, the IAC asked the investment team to consider potential
options for addressing foreign currency volatility. Following an extensive review, we have decided to
implement a comprehensive currency hedging strategy for IFM GIF, which will apply to new investors
(and, at your option, to existing investors).
Following a review by IFM Investors’ Finance and Operations team regarding the current cost structure,
revenues and expected costs associated with planned investments and expansions of the investment
platform, the Board of IFM Investors approved the fee and terms changes for IFM GIF detailed in this
letter.
Revised Fee Structure
Over the past few years, IFM Investors has made significant investments in its infrastructure business
ahead of revenue, including increasing the number of investment professionals and enhancing the
capability of the global team; opening offices in Berlin and Tokyo to assist with asset management, deal
sourcing and increasing scale; and augmenting our asset management capabilities and administrative
support, including in relation to recent acquisitions in Mexico City and Vienna.
We believe that all of these investments have directly benefited all of our investors and will continue to
do so. Since 2012, we have also reduced management fees by more than 20% – from 1.25% to 0.97%.
In light of those enhancements to the platform, an outright fee reduction was not considered to be
prudent at this time. However, a recommendation was made and accepted by the Board of IFM
Investors to reduce the base management fee charged to new investors and increase the weighting
towards variable performance fees. For all existing investors, the current fees will remain as they are.
We will of course, offer the option for existing investors to switch to the new fee structure1 and we
believe that there is merit in considering this switch.
We believe that the future fee structure, which results in reduced fixed fees and an increased weighting
toward variable revenue for the manager, will in turn help strengthen alignment with investors over the
life of the fund – creating stability around maintaining a world class investment team in a highly
1 Note: The new fee structure will only apply to the hedged unit class
2
competitive market for talent. Moreover, the significant reduction of the base management fee
demonstrates IFM Investors’ confidence in our product and team to deliver attractive returns to
investors.
The new and existing fee structures are outlined below:
Item Existing Fee
Structure
New Fee
Structure
Comments
Management Fee (<US$300m) 0.97%0.77%Fixed fee reduced by 20bps
Management Fee (>US$300m) 0.85%0.65%Fixed fee reduced by 20bps
Carried Interest Rate 20%10%Carried interest rate reduced by 50%
Hurdle Rate 8%8%No change to the hurdle rate
Catch‐Up Rate n/a 33.3%
Catch‐up included in the revised fee
structure, in excess of the 8% hurdle. The
catch‐up rate is 33.3%, unlike typical 100%
rates
Holdback 50% 50% 50% holdback mechanism retained to
provide additional protection to investors
Currency Hedging
As you are aware, the returns for IFM GIF have been subject to considerable variability from movements
in exchange rates. In calendar year 2015, this variability resulted in lower returns for the feeders that
are denominated in US dollars (circa 5%) relative to the fully hedged Australian feeder (over 12%). At the
other extreme, the Canadian feeder returned over 20% due to the depreciation of the Canadian dollar.
The inconsistent outcomes for parties who invest in the same pool of assets and the potential for
greater volatility, is not in line with our investment objective of generating stable returns. Going
forward, we believe that it is sensible to address the variability associated with currency.
IFM Investors is very well placed to manage foreign currency risk for investors. We have hedged
currency exposures for over ten years for Australian investors, including through periods of significant
foreign currency volatility.
The currency hedging program for IFM GIF will be implemented, primarily, through forward contracts.
We have well established liquidity processes and policies. We have trading lines and ISDAs in place with
virtually all of the major global banks who are able to trade currency in volume. We also recently
completed an external review of our liquidity analysis, stress testing and reporting.
IFM Investors will not charge any additional management fee for providing foreign currency hedging to
IFM GIF.
Implementation
In order to accommodate these changes we are establishing two classes of Interests in the US LP – Class
A Interests and Class B Interests. Class A Interests will be hedged against currency movements with
respect to the portfolio investments that are held in currencies other than US dollars, and the new fee
structure will apply. All new investors coming into IFM GIF will invest through Class A. Class B Interests
will not be hedged against foreign currency movements and the existing fee structure will apply.
Existing investors have two election options in relation to your undrawn commitment:
1. Have your Interests classified as Class A Interests under the revised fee structure – NOTE: THIS
ELECTION IS IRREVOCABLE ONCE MADE
Under this election, upon drawdown your commitment will be drawn into the new hedged unit
class.
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In order to make this irrevocable election, please complete and return the forms attached to this
letter by May 20, 2016. If you do not meet the May 20, 2016 deadline, you may transfer your
Interests, in consultation with the General Partner, at a later date.
2. Have your Interests classified as Class B Interests on your existing fee terms
You are not required to do anything if you elect this option, simply disregard this letter. Upon
drawdown you will receive units in the unhedged unit class on the existing terms. We will continue
to honor our agreed terms and conditions on your existing capital and any additional commitments
you may make to IFM GIF in the future.
Action Required
In order to make an irrevocable election to receive units in the hedged unit class under the revised fee
structure, please return the following forms to investorrelations@ifminvestors.com:
1. Completed Interest Election Form
2. Completed and Signed Classification Agreement
If we do not receive a response from you, we will consider that your election to have your commitment
drawn into the unhedged unit class on your existing terms. Should you have any questions, please do
not hesitate to contact your IFM Global Investor Relations representative.
Yours sincerely,
Kyle Mangini
Global Head of Infrastructure
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INTEREST ELECTION FORM
_____________________________________
Print Name of Limited Partner (Investor)
Class A Interests
It is intended that the non‐US dollar exposure caused by the non‐US portfolio company holdings of
the Master Fund held by the Class A Interests will be hedged.
Management Fee:
There are no fees on undrawn capital.
For any Limited Partner with a commitment below $300 million, and with a share of net
asset value (“NAV”) below $300 million, such Limited Partner’s Management Fee on drawn
capital is 0.77% per annum of the Limited Partner’s share of NAV.
For any Limited Partner with a commitment equal to or exceeding $300 million, or with a
share of NAV equal to or exceeding $300 million, such Limited Partner’s Management Fee
on drawn capital is 0.65% per annum of the Limited Partner’s share of NAV.
If a Limited Partner’s share of NAV reaches $300 million, but subsequently drops below
$300 million (other than as a result of a redemption of its Interests in the Partnership), the
0.65% Management Fee will continue to apply. If a Limited Partner partially redeems its
Interests in the Partnership, causing such Limited Partner’s share of NAV to drop below $300
million, the 0.77% Management Fee will apply thereafter until the share of NAV reaches
$300 million again.
If a Limited Partner with a commitment equal to or exceeding $300 million subsequently
reduces its commitment below $300 million, the 0.77% Management Fee will apply
thereafter until such Limited Partner’s commitment is equal to or exceeds $300 million
again.
Performance Fee:
10% of the net realized and unrealized appreciation in the NAV of the Interests in the
Partnership, in excess of a threshold return; of 8% per annum (net of Management Fees).
33.3% catch‐up.
Calculated annually on December 31 each year.
50% held back each year to offset underperformance in the subsequent year.
If you elect Class A Interests, please refer to the documents in Appendix I
Classification Agreement
PPM (Exhibit A to the Classification Agreement )‐ – Please refer to supplementary document
attached to cover email
Side Letter Amendment (Exhibit B to the Classification Agreement)
The above summary of the terms of the Class A Interests does not purport to be complete and is
qualified in its entirety by the Confidential Private Placement Memorandum of the Partnership
relating to the Class A Interests, as well as each Limited Partner’s side letter.
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Re: Classification of Class A Interests of IFM Global Infrastructure (US), L.P.
Ladies and Gentlemen:
This classification agreement (the “Agreement”) pertains to the classification of Class A Interests of IFM
Global Infrastructure (US), L.P., a Delaware limited partnership (the “Partnership”) held by the investor
identified on the signature page hereto (the “Investor”).
The Investor is a limited partner of the Partnership. The Investor subscribed for its limited partnership
interest in the Partnership on the terms and conditions set forth in the Subscription Agreement
executed by the Investor, IFM Global Infrastructure (US) GP, LLC (the “General Partner”) and IFM
Investors (US) Advisor, LLC (the “Investment Advisor”) (the “Subscription Agreement”), including Exhibits
A, B and C thereto (together, the “Subscription Booklet”), and in the Fourth Amended and Restated
Limited Partnership Agreement of the Partnership dated as of December 15, 2014 (as it may be
amended or restated from time to time, the “Partnership Agreement”). Capitalized terms used and not
defined herein have the meanings specified in the Partnership Agreement.
Pursuant to Section 2.6 of the Partnership Agreement, the General Partner may establish multiple
classes of ownership interests in the Partnership from time to time. The Investor acknowledges that the
General Partner has established Class A Interests in the Partnership, the terms and conditions of which
are described in the Subscription Booklet, the Partnership Agreement and the Private Placement
Memorandum of the Partnership relating to the Class A Interests (attached hereto as Exhibit A) (the
“Memorandum”). The Investor acknowledges that it is hereby being offered to have its Interests in the
Partnership and its Remaining Commitment, if any, classified as Class A Interests upon such terms and
conditions, and effective as of the Effective Date, as defined below.
The Investor hereby irrevocably agrees to the classification of its Interests in the Partnership and its
Remaining Commitment, if any, as Class A Interests upon such terms and conditions, as of the date
selected below (please check the box below):
1. May 31, 2016.2
The Investor hereby acknowledges and agrees that, while the General Partner shall use its reasonable
efforts to classify the Investor’s Interests in the Partnership, and its Remaining Commitment, if
applicable, as Class A Interests as soon as reasonably practicable following the date specified in the
Investor’s election above, the General Partner shall manage the hedging of Class A Interests as it deems
prudent in its sole discretion (taking into consideration, among other things, minimizing execution
costs), and that as a result, the classification of the Investor’s Interests in the Partnership, and its
Remaining Commitment, if applicable, as Class A Interests may occur over the twelve months following
the election date, or longer thereafter. The parties hereto hereby acknowledge and agree that the
“Effective Date” as used herein shall mean the date that the Investor’s Interests in the Partnership, and
its Remaining Commitment, if applicable, are actually classified as Class A Interests, which date shall be
determined by the General Partner in its reasonable discretion. The General Partner shall notify the
Investor of the date of the Effective Date promptly following the determination thereof.
The parties hereto hereby agree that the side letter agreement by and between the Partnership and the
Investor issued in connection with the Investor’s subscription for an interest in the Partnership (the
“Side Letter Agreement”), as amended by the amendment to the Side Letter Agreement dated as of the
Effective Date attached hereto as Exhibit B (the “Side Letter Amendment”), shall apply to the Investor’s
investment in the Partnership with respect to its Class A Interests. By executing this Agreement, the
2 An Investor who would like to classify its Interests in the Partnership and its Remaining Commitment, if any, as
Class A Interests but has not returned this Agreement on or prior to May 31, 2016 may elect this option and the
General Partner will seek to classify the Investor’s Interests and Remaining Commitment as Class A Interests as
soon as reasonably practicable.
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Investor hereby irrevocably agrees to the terms provided in the Side Letter Amendment with respect to
its Class A Interests. For the avoidance of doubt, if an Investor makes the Effective Date election
provided in number 3 above, and as a result of such election the Investor holds Class A Interests and
Class B Interests in the Partnership, the Side Letter Amendment will apply only to such Investor’s Class A
Interests in the Partnership until such time as the remainder of the Investor’s Interests in the
Partnership are classified as Class A Interests.
The Investor hereby agrees and acknowledges that the classification made by the Investor pursuant to
this Agreement shall be irrevocable and the Investor may not elect to have its Interests re‐classified as
Class B Interests at a later date, including, without limitation, with respect to the Investor’s pre‐election
fee structure and related provisions.
The Investor acknowledges that it has been furnished with, and has carefully read the Memorandum,
including, without limitation, the risk factors contained therein. To the fullest satisfaction of the
Investor, the Investor has been given the opportunity to (i) ask questions of, and receive answers from,
the General Partner, the Investment Advisor and the Master Fund Advisor concerning the Class A
Interests and (ii) obtain any additional information that the General Partner or the Investment Advisor
can acquire without unreasonable effort or expense that is necessary to evaluate the merits and risks of
an investment in the Class A Interests.
The Investor hereby acknowledges and agrees that all information previously completed or provided by
the Investor in the Subscription Booklet in connection with its subscription for an interest in the
Partnership, including but not limited to, all representations and warranties in the Subscription
Agreement and the Prospective Investor Questionnaire, remains true, correct and complete in all
material respects.
This Agreement shall be governed by and construed in accordance with the laws of the State of
Delaware, without regard to the principles of conflicts of laws thereof.
Any term or provision of this Agreement that is invalid or unenforceable in any jurisdiction shall, as to
such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without rendering
invalid or unenforceable the remaining terms or provisions of this Agreement or affecting the validity or
enforceability of any of the terms or provisions of this Agreement in any other jurisdiction.
To the fullest extent permitted by law, in any judicial proceeding involving any dispute, controversy or
claim arising out of or relating to this Agreement, the Investor (except as otherwise agreed to in writing
by the General Partner (on its own behalf or on behalf of the Partnership) or unless the Investor is a
sovereign entity that is a State of the United States or a political subdivision thereof) hereby consents to
the non‐exclusive jurisdiction and venue in any state or federal court located in the City and State of
New York. In any such judicial proceeding, the Investor agrees that in addition to any method for the
service of process permitted or required by such courts, to the fullest extent permitted by law, service of
process may be made by prepaid certified mail with a proof of mailing receipt validated by the U.S.
Postal Service constituting evidence of valid service. EXCEPT AS OTHERWISE AGREED TO IN WRITING BY
THE GENERAL PARTNER (ON ITS OWN BEHALF OR ON BEHALF OF THE PARTNERSHIP), THE INVESTOR
HEREBY WAIVES TRIAL BY JURY IN ANY JUDICIAL PROCEEDING INVOLVING ANY DISPUTE, CONTROVERSY
OR CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT. Nothing contained herein shall affect
the right of the Partnership to commence any action, suit or proceeding or otherwise to proceed against
the Investor in any other jurisdiction or to serve process upon the Investor in any manner permitted by
any applicable law in any relevant jurisdiction.
This Agreement may be executed in counterparts with the same effect as if the parties executing the
counterparts had all executed one counterpart.
By executing the signature page to this Agreement, the parties hereto agree to be bound by the
foregoing, including, without limitation, the Side Letter Amendment attached hereto as Exhibit B.
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_____________________________________
Print Name of Limited Partner (Investor)
By: __________________________________ By:
Signature of Authorized Signatory Signature of Authorized Signatory
Print Name of Authorized Signatory Print Name of Authorized Signatory
Print Title of Authorized Signatory Print Title of Authorized Signatory
IFM Global Infrastructure (US) GP, LLC,
in its capacity as General Partner, and on behalf of
IFM Global Infrastructure (US), L.P.
By:
Name:
Title:
By:
Name:
Title:
Accepted and Agreed
as of _____________ __, 2016
8
EXHIBIT A
[MEMORANDUM – attached to cover email]
9
Exhibit B to the Classification Agreement
IFM Global Infrastructure (US), L.P.
Fees. Notwithstanding any provisions in the private placement memorandum of Class A Interests of the
Partnership (the “PPM”), the Partnership Agreement, the Subscription Agreement, the Investment
Management Agreement, the Advisory Deed, or the Trust Deed to the contrary, the Investment Advisor,
the General Partner and the Manager represent that the Investor, as a Class A Limited Partner in the
Partnership is subject only to the following management and performance fees, which are subject to
modification in writing by mutual consent of the Investment Advisor, the General Partner and/or the
Manager (on one hand) and the Investor (on the other hand):
(a) Management Fee paid to the Manager, accrued monthly on the Investor’s
drawn capital, and payable quarterly in arrears equal to a rate (plus value added tax, if applicable) of (i)
0.77% per annum of the Limited Partner’s share of the Partnership’s net assets (“NAV”) if such Limited
Partner’s Capital Commitment and such Limited Partner’s share of NAV are both below $300 million
and (ii) 0.65% per annum of the total amount of the Limited Partner’s share of NAV if such Limited
Partner’s Capital Commitment or such Limited Partner’s share of NAV is equal to or exceeds $300
million. If the Limited Partner’s share of NAV reaches $300 million, but subsequently drops below $300
million (other than as a result of a redemption of its Interests in the Partnership), the 0.65%
Management Fee will continue to apply. If the Limited Partner partially redeems its Interests in the
Partnership, causing such Limited Partner’s share of NAV to drop below $300 million, the 0.77%
Management Fee will apply thereafter until the share of NAV reaches $300 million again. If the Limited
Partner with a commitment equal to or exceeding $300 million subsequently reduces its commitment
below $300 million, the 0.77% Management Fee will apply thereafter until such Limited Partner’s
commitment is equal to or exceeds $300 million again. There are no fees on undrawn capital.
(b) Performance Fee paid to the Manager, accrued, calculated and payable as set
forth in Appendix 1 to this Exhibit B.
For the avoidance of doubt, there shall be no drawdown premium paid to the Partnership in relation to
any Drawdown. The General Partner, Investment Advisor, and the Manager represent and agree that
they and the Investor are not violating any applicable state, federal, or international law or regulation
regarding payment of any of the Management Fee or the Performance Fee described in this Side Letter.
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Appendix 1 to Exhibit B
PERFORMANCE FEE CALCULATION
1. Definitions
The following definitions apply in this clause:
Aggregate Cash Flow for an Investor as of a given date is calculated by adding all of the Investor’s capital
contributions and subtracting all redemption payments and distributions made to the Investor as of
such date.
Annual Performance Fee for any year equals the Performance Fee Amount, less the sum of:
(a) all performance fees previously paid to the Manager; and
(b) any Holdback Amount for the prior Payment Date;
provided that, for the avoidance of doubt, in no event shall the Annual Performance Fee have a value of
less than zero.
Catch Up Rate means one divided by three.
Catch Up Return means:
Preferred Return * ( Performance Fee Rate / Catch Up Rate )
1‐ ( Performance Fee Rate / Catch Up Rate )
Catch Up Return NAV for an Investor as of a given date means the Preferred Return NAV as of such date
plus the Catch Up Return as of such date.
Hurdle Rate is 8% per annum.
Holdback Amount is the Annual Performance Fee multiplied by (100% – Payout Ratio)
Holdback Payout is the Holdback Amount accrued to the Manager from the prior Payment Date,
provided that the Investor NAV is above the Preferred Return NAV on the Payment Date, otherwise it is
zero.
Investor NAV for an Investor as of such date means such Investor’s capital balance as of such date
(excluding any performance fee accrual as of such date and adding back any performance fees
previously paid as of such date).
Payment Date for an Investor means 31 December each year or the date of the termination of the
Manager or the date of redemption of such Investor (with respect to the redemption amount).
Payout Ratio is 50%.
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Performance Fee Amount for an Investor means:
(a) If the Investor NAV is below the Preferred Return NAV, the Performance Fee Amount is
zero;
(b) If the Investor NAV is above the Preferred Return NAV, but below the Catch Up Return
NAV, then the Performance Fee Amount is equal to:
( Investor NAV ‐ Preferred Return NAV ) * Catch Up Rate;
(c) If the Investor NAV is above the Catch Up Return NAV, the Performance Fee Amount is
equal to the Performance Fee Rate multiplied by Profit.
Performance Fee Rate means 10%.
Preferred Return for an Investor as of a given date is calculated by taking the Preferred Return NAV as
of such date, and subtracting the Aggregate Cash Flow as of such date.
Preferred Return NAV for an Investor as of a given date is calculated by compounding each of such
Investor’s contributions at the Hurdle Rate from the date of each applicable contribution and
subtracting any redemption and distribution payments compounded at the Hurdle Rate from the date of
each applicable redemption and distribution payment.
Profit for an Investor as of a given date is calculated by taking the Investor NAV as of such date, and
subtracting the Aggregate Cash Flow as of such date.
2. Payment of Performance Fee
On each Payment Date, the Investor will pay the Manager an amount equal to:
(a) the Annual Performance Fee multiplied by the Payout Ratio; plus
(b) the Holdback Payout.