CONTRACT TO PROVIDE ARBITRAGE SERVICESCONTRACT
THIS CONTRACT, entered into this / day of Seirkm(er, 2022, by
and between the CITY OF CLEARWATER ("City"), a Florida municipal corporation, P.O.
Box 4748, Clearwater, Florida 33758 and American Municipal Tax -Exempt Compliance
Corp. ("AMTEC"), a Connecticut corporation, 90 Avon Meadow Lane, Avon, CT 06001.
WHEREAS, the City finances long-term capital projects with tax-exempt bond
issues and seeks a qualified firm to provide arbitrage compliance services;
WHEREAS, AMTEC agrees to provide appropriate advisory services to the City to
ensure compliance with arbitrage regulations concerning but not limited to various areas
such as spending exceptions, and yield restrictions.
NOW THEREFORE, in consideration of the promises stated herein, the City and
AMTEC mutually agree as follows:
1. SCOPE OF PROJECT.
AMTEC agrees to provide arbitrage services under the terms and conditions set
forth in Request for Quotes - Arbitrage Compliance Services, and AMTEC's response
dated August 29, 2022, which is incorporated by reference and attached hereto as Exhibit
A.
2. TIME OF PERFORMANCE.
The initial Contract Term shall commence on October 1, 2022 and end September
30, 2027. The City reserves the right to extend the term of this contract, provided
however, that the City shall give written notice of its intentions to extend this contract
no later than thirty (30) days prior to the expiration date of the contract.
3. COMPENSATION.
The City will pay AMTEC as described on Page 16 of AMTEC's response dated
August 29, 2022, inclusive of all reasonable and necessary direct expenses, if applicable.
The City may, from time to time, require changes in the scope of the project of AMTEC to
be performed hereunder. Such changes, including any increase or decrease in the
amount of AMTEC's compensation and changes in the terms of this Contract which are
mutually agreed upon by and between City and AMTEC shall be effective when
incorporated in written amendment to this Contract.
4. METHOD OF PAYMENT.
AMTEC's invoices shall be submitted to the City for approval for payment on a
monthly basis. The City agrees to pay after approval under the terms of the Local
Government Prompt Payment Act, Chapter 218, Florida Statutes.
The City's performance and obligation to pay under this Contract is contingent
upon an annual appropriation of the City's budget.
5. NOTICES AND CHANGES OF ADDRESS.
Any notice required or permitted to be given by the provisions of this
Contract shall be conclusively deemed to have been received by a party hereto on the
date it is hand delivered to such party at the address indicated below (or at such other
address as such party shall specify to the other party in writing), or if sent by registered
or certified mail (postage prepaid) on the fifth (5th) business day after the day on which
such notice is mailed and properly addressed.
AMTEC City of Clearwater
Raymond H. Bentley Brian Jay Ravins
President Finance Director
90 Avon Meadow Lane PO Box 4748
Page 2 of 6
Avon, CT 06001
(860) 321-7521
rbentley c(�amteccorp.corn
Clearwater, FL 33758
(727) 562-4538
jay. ravins(c�myclearwater.com
6. TERMINATION OF CONTRACT.
Contract may be terminated by either party with thirty days written notice.
7. INDEMNIFICATION AND INSURANCE.
AMTEC agrees to comply with all terms, provisions, and requirements contained
in Request for Quotes — Arbitrage Compliance Services, made a part hereof as if said
document were fully set forth at length herein.
8. PROPRIETARY MATERIALS.
Upon termination of this Contract, AMTEC shall transfer, assign and
make available to City or its representatives all property and materials in AMTECS's
possession belonging to or paid for by the City.
9. INTERESTS OF PARTIES.
AMTEC covenants that its officers, employees and shareholders have
no interest and shall not acquire any interest, direct or indirect, which would conflict in any
manner or degree with the performance and/or provision of services required under the
terms and conditions of this Contract.
10. CONFORMANCE WITH LAWS.
(AMTEC) agrees to comply with all applicable federal, state and local laws during
the life of this Contract.
11. ATTORNEY FEES.
In the event that either party seeks to enforce this Contract through attorneys at
law, then the parties agree that each party shall bear its own attorney fees and costs.
Page 3 of 6
12. GOVERNING LAW AND VENUE.
The laws of the State of Florida shall govern this Contract, and any action
brought by either party shall lie in Pinellas County, Florida.
13. CONDITIONS AND ASSURANCES.
A. Access to Records: Consultant agrees that Client or any of its duly
authorized representatives shall have access to any books, documents,
papers, and records of the Consultant for the purposes of making audit,
examination, excerpt, and transcripts.
B. Retention of Records: The Consultant will be required to comply with
Section 119.0701, Florida Statutes, specifically to:
a. Keep and maintain public records required by the City of
Clearwater to perform the service;
b. Upon request from the City's Custodian of Records, provide the
City of Clearwater 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 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 the
contractor does not transfer to the City of Clearwater; and
Page 4 of 6
d. Upon completion of the contract, transfer, at no cost, to the City
of Clearwater all public records in possession of the contractor or
keep and maintain public records required by the City of
Clearwater to perform the service. If the Consultant transfers all
public records to the City of Clearwater upon completion of the
contract, the Consultant shall destroy any duplicate public
records that are exempt or confidential and exempt from public
records disclosure requirements. If the Consultant keeps and
maintains public records upon completion of the contract, the
Consultant shall meet all applicable requirements for retaining
public records. All records stored electronically must be provided
to the City of Clearwater, upon request from the City of
Clearwater's Custodian of Public Records, in a format that is
compatible with the information technology systems of the City of
Clearwater.
IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF
CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE
PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN
OF PUBLIC RECORDS, ROSEMARIE CALL AT 727-562-4090,
rosemarie.call(a,myclearwater.com, and/or 600 Cleveland Street, 6th Floor, Clearwater,
FL, 33756.
Page 5 of 6
IN WITNESS WHEREOF, the parties hereto have executed this Contract as of the
date set forth above.
Approved as to form:
Owen Kohler
Lead Assistant City Attorney
AMTEC
By:
u.etex„g
Raymond H. Bentley
President
CITY OF CLEARWATER, FLORIDA
By:
Attest:
Jon P. Jennings
9
City Manager
Rosemarie Call
City Clerk
Page 6 of 6
Request for Quotes — Arbitrage Compliance Services
CLEARWATER
l,iiit s1 I '\ ? [>€ , i 1=! i
AMTEC
American Municipal Tax -Exempt Compliance Corp.
August 29, 2022
TABLE OF CONTENTS
Executive Summary 1
1. Firm Description 3
2. History and Capability 4
3. Staff Qualifications 5
4. Management Plan 9
5. References 15
6. Proposed Fees 15
APPENDIX
S/M/ABE Certification A-1
i
A AMTEC
M.. • • American Municipal Tax -Exempt Compliance
August 29, 2022
Monica D. Mitchell, CPA, CGFO
Assistant Finance Director
City of Clearwater
100 S. Myrtle Avenue
Clearwater, FL 33756
90 Avon Meadow Lane
Avon, CT 06001
(T) 860-321-7521
(F) 860-321-7581
Re: Request for Quotes — Arbitrage Compliance Services
The City of Clearwater, Florida
Dear Ms. Mitchell:
www.amteccorp.com
Thank you for inviting AMTEC to submit its Proposal for Arbitrage Compliance Services for The City of
Clearwater, Florida (the "City"). AMTEC appreciates this opportunity and welcomes additional dialogue with
the City.
We have carefully examined the prior arbitrage reports, Annual Financial Reports, and Official Statements to
obtain the most current information about the City's operations and plans. We have highly experienced, qualified
professional staff available immediately to provide arbitrage tracking, calculation reporting, and consultation
services to perform the scope of work required. We certify that we are qualified to fulfill the requirements
necessary, and we will honor the pricing structure throughout the engagement period.
Why should the City engage AMTEC for this assignment?
• AMTEC is one of the few nationally recognized, dedicated providers of arbitrage rebate calculations and
refunding verification services. Providing these services for thousands of bond issues across the United
States gives us a unique and thorough understanding of Section 148(f) of the Internal Revenue Code and
the Treasury Regulations.
• AMTEC is one of the earliest providers of Arbitrage Compliance Services and has operated under our
original name longer than any of our competitors.
• AMTEC is one of the most trusted Refunding Verification Agent providers, since offering this service
beginning in 2002 to issuers, fmancial advisors and underwriters.
• AMTEC is a qualified Small, Minority, and Asian Business Enterprise (S/M/ABE).
• AMTEC has invested in the past several years towards technological advances, which have made us
more efficient than ever, allowing us to pass on our savings to our clients. We have created and continue
to improve the following:
o AMTEC ARC, AMTEC Corporation 2010-2022, is our proprietary software to compute arbitrage,
rates of returns, commingled funds, spending exceptions, etc.
o AMTEC BankUScan System, AMTEC Corporation 2012-2022, is our proprietary software that
makes it possible to directly receive bank statements, paper or electronic, and convert them into a
readable electronic file that can be stored indefinitely.
o SwifTEC Report, AMTEC Corporation 2016-2022, is an innovative approach to assembling reports
directly related to the AMTEC ARC and BankUScan System.
With its national client base, AMTEC brings significant fmancing and compliance experience from other
jurisdictions, resulting in enhanced exposure to diverse and innovative fmancing structures with a guarantee of
accuracy and efficiency in the Arbitrage Compliance Services for our clients.
We compute arbitrage all day every day. We invest in our future to become more efficient so we can pass on the
savings to our clients. We do not charge by the hour or for questions or additional assistance the City may require.
We never charge additional or add-on fees. Our guaranteed fee is guaranteed. AMTEC will provide the
City with an opportunity to significantly reduce its costs for Arbitrage Compliance Services over the next year and
further into the future.
Fees are not the only reason that separates us from our competition. Customer service – Large or small, you'll
feel like our only client. We answer the phone when you call. We respond to emails almost instantly. We
complete our reports in a timely fashion.
AMTEC – Key Points Summary
• Work with City staff to continue the efficient method for the transfer of investment and disbursement
activity from bond proceeds.
• Prepare rebate reports as of the required reporting dates.
• Provide the City with all IRS payment filings and written instructions and unlimited support including
support for any IRS inquiry.
For decades, AMTEC has specialized in arbitrage rebate and refunding verification services for clients across the
country. In fact, unlike many of our competitors, these are the only services we provide to clients all day, every
day. This level of specialization—along with our proven, repeatable processes—drive efficiencies that provide
significant cost savings to our clients, supported by our guaranteed fee structure. And our uncommon focus
means you can always feel confident that a partnership with AMTEC will ensure your compliance with IRS
regulations will never be in doubt.
Work Plan Summary and Comprehensive Reporting – Our work plan includes a continuation of annual rebate
reports for all active issues and a review of the documentation for any new issues. Each rebate report contains an
executive summary, detailed and concise computations, definitions of applied terms, computation methodology,
recommendations, and AMTEC's professional opinion. All computations are completed in accordance with the
Code and the Treasury Regulations, as amended. Our opinion for the City will remain unchanged and contains
the following wording: "The methodology used is consistent with current tax law and regulations and may
be relied upon in determining the rebate liability."
AMTEC's Compliance and Service Philosophy – Our service enables issuers to become proactive rebate
managers. We structure our services toward the early recognition of any rebate liability through timely annual
computations (or semiannual, when necessary) and realignment of investments. This enables the City to optimize
the earnings from its investment of bond proceeds.
The material in the pages that follow is detailed and corresponds to the City's requirements. We thank you for the
opportunity to provide Arbitrage Compliance Services and support to The City of Clearwater, Florida.
Very truly yours,
414444- P. &Ai
Raymond H. Bentley
President
2
1. Firm Description
American Municipal Tax -Exempt Compliance Corp., dba AMTEC
90 Avon Meadow Lane, Avon, CT 06001
860-321-7521
Raymond H. Bentley, President
AMTEC is an independent, minority-owned firm. Our founder began performing arbitrage rebate calculations in
1986 before forming AMTEC in 1990 and today, we remain the oldest dedicated arbitrage rebate specialty firm.
100% of our resources are pledged to arbitrage rebate and refunding verification transactions.
AMTEC has achieved 32 years of success in our industry and we continue to search for new technologies and
methodologies to streamline the computation and compliance process for our clients and increase our own
efficiency. As a result of this focus, we have earned a reputation as a high-quality, competitively priced provider
of Arbitrage Compliance Services. We can deliver Arbitrage Compliance Services for any size bond issue on an
extremely cost-effective basis. We have the confidence, expertise and a proven track record. We also have many
references who will confirm our claims of accuracy and fair dealings.
AMTEC maintains expertise in two key areas of tax compliance:
• Arbitrage Rebate Computations; and,
• Refunding Verification Services.
Arbitrage Rebate Computations are AMTEC's core business. AMTEC developed its program in 1990,
sinssing the importance of the arbitrage function not only as a compliance tool for new Regulations, but as a tool
to ensure the highest rate of retum from the conservative investment of bond proceeds in qualified securities.
Post -Issuance Tax Compliance is provided in conjunction with arbitrage rebate computations. AMTEC believes
that an issuer who has established and followed comprehensive written procedures to promote post -issuance tax
compliance is less likely to violate the federal tax requirements related to its bond issues. Although it is not likely
that a positive rebate liability will accrue in today's interest environment, it is important to maintain compliance
with the Post -Issuance Tax Compliance guidelines and written procedures, as agreed upon by the City when
checking Boxes 43 and 44 of IRS Form 8038-G. Compliance with certain post -issuance federal tax requirements,
such as arbitrage reporting, involves on-going monitoring throughout the life of the bonds.
Refunding Verification Services provide AMTEC additional leverage over the competition. Although AMTEC
did not enter into the Refunding Verification business until 2002, we have completed in excess of 2,000
transactions as Refunding Verification Agent to both large and small bond issuers. This line of business has grown
exponentially over the last 5 years and rivals our arbitrage business. By being a part of the financing team that is
comprised of the largest and brightest investment banks and financial advisors in the United States, we have
become expert in the tax treatment and structure of any type of taxable or tax-exempt bond issue.
Due to AMTEC's involvement in the role of Verification Agent, our ability to understand each type of bond issue
is enhanced. Our understanding also enables the effective application of the various restrictions placed upon bond
proceeds by Section 148(0 of the Internal Revenue Code and the Arbitrage Regulations. As these restrictions are
recorded in the Federal Tax Agreement by Bond and Tax Counsel, AMTEC is able to comply with these
instructions using the most efficient and cost-effective methodologies.
AMTEC operates from a centralized location in Avon, Connecticut. Here, 8 professional and support staff manage
our nationwide client base of more than 1,900 municipal bond issuers and the calculations of arbitrage rebate for
more than 6,900 bond issues. The centralized business model results in a consolidation of our personnel in order
to provide swift, accurate and cost-effective service to our national client base. We staff our office from 8 A.M.
until 8:00 P.M. EST to ensure daily support of our West Coast clients. AMTEC does not use voice mail before
8:00 P.M., so when you call, a trained staff member will be here to answer your question.
3
2. History and Capability
As an arbitrage rebate specialty firm, we have developed proprietary software and procedures that create
efficiencies and increase our productivity, enabling us to provide a very competitive fee structure that produces
significant savings to our clients. Currently, we have the capacity to complete rebate calculations for an
additional 175 new bond issues in 2022. Our business plan authorizes the hiring of fulltime professional level
financial specialists and support positions to complement the existing staff as growth benchmarks are achieved.
As you will see below, AMTEC has continued growth for many years. We have the experience and business
acumen to know when to increase our staff well before the number of calculations dictates.
Number of Years Providing Similar Arbitrage Compliance Services
AMTEC has been awarded, on average, 304 new bond issues in each of the last five years. We plan for this
growth increase and train staff accordingly. We have never missed a calculation deadline and this record is due
to our organizational expertise, planned professional staff expansion and training program. The staff of AMTEC
can assume the current City issues as well as those that will be issued into the future just as we are available today.
We are always ready to assist our clients and our reputation for service excellence has been in place for 32 years.
The tables below provide evidence of our experience in providing Arbitrage Compliance Services and arrays the
types of clients and number of clients since our inception.
x
"Fro 2417to2121 " `
ewB ud Lssues.. ,
g'
Year
#
Bond Issues
Aggregate
Bond Issues
Debt
Issuance
Aggregate
Debt
1990-2016
5,294
5,294
$201,197,962,576
$201,197,962,576
2017
243
5,537
$12,063,292,412
$213,261,254,988
2018
358
5,895
$24,835,988,158
$238,097,243,146
2019
307
6,202
$28,719,823,932
$266,817,067,078
2020
294
6,496
$19,670,945,478
$286,488,012,556
2021
319
6,815
$16,857,400,486
$303,345,413,042
17-21 New Issues
1,521
E
.W
$102,147,450,466
Total Issues
6,815
$303,345,413,042,
TyPe
of Issuer
State
Ci / Coun
School Districts / Misc.
#
Bond Issues
148
416
957
Year
1990 — 2016
2017
2018
2019
2020
2021
17-21 Calculations
Total Calculations
# Calculations
Com s feted
22,021
1,225
1,252
1,237
1,255
1,493
6,462
28,483
Aggregate
Calculations
22,021
23,246
24,498
25,735
26,990
28,483
Locally, we are exclusive arbitrage rebate service provider to the following issuers:
Broward County
City of Coconut Creek
Town of Palm Beach
Shell Point Village
Florida Presbyterian Homes
City of Fort Lauderdale
Dozens of Community Development Districts
4
Nationally, we are exclusive arbitrage rebate service provider to the following state -level issuers:
State of Connecticut State of Mississippi
State of West Virginia
Massachusetts State College Building Authority
State of Vermont
Massachusetts Development Finance Agency
Alaska Municipal Bond Bank
Ohio Tumpike and Infrastructure Commission
New Jersey Building Authority
3. Staff Qualifications
AMTEC utilizes the team approach for our engagements. We have assembled a professional team of 2 senior
managers and 3 team members. Each member of the team is expert in the computation of rebate and the
application of Section 148(0 of the Internal Revenue Code and the Treasury Regulations.
The team effort ensures that checks and balances, required for complex assignments, are maintained to validate
the integrity of each rebate report. The expertise of the Team also ensures that rebate reports will be completed in
accordance with the reporting schedule. We expect that rebate reports for any issue will be delivered shortly
following the receipt the bond and investment activity from the City.
The Engagement Manager (20% of time) is responsible for the overall effectiveness of the engagement. He
will maintain day-to-day contact with the City and will develop and implement the compliance plan for the
engagement. He will coordinate AMTEC's team to ensure the flow of the work with the City is efficient and that
all predetermined time, service, and other benchmark requirements are met.
The Project Manager (30% of time) ensures that the efforts of AMTEC's team are directed to provide the City
with clear and concise requests for data and financial information that is necessary to provide the arbitrage rebate
calculations and all tax compliance requirements efficiently.
The Project Manager and the Computation Team Members (50% of time) are responsible for the technical
processing of the bond information financial data that was gathered from bond and tax counsel and the City staff.
By receiving this data, the following is determined:
• Bond yield calculation to include swaps, if applicable;
• Reconciliation of Sources and Uses of Proceeds;
• Confirm the correct deposit of bond proceeds into various funds and accounts;
• Ensure applicable restrictions are in compliance;
• Determine Temporary Periods for various classes of proceeds;
• Determine if transferred proceeds allocations are applicable;
• Calculate the rebate, yield restriction liability and bona fide debt service fund exception; and,
• Determine overall rate of return and issue formal arbitrage report.
Professional achievements and designations are listed within the resumes that follow.
Ra and H. Bentle , President n_a:ement Mana:er
Michael J. Scarfo, Senior Vice President 'ro'ect Mana:er
Case R. Kom •, Mana:' : Director Team Member
David G. Mancuso, CPA, MBA, Vice President eam Member
Christo'her J. Linehan, Vice President Team Member
Lisa Soeder, E • . de. - ndent Tax Counsel — Com • liance Officer
Michael Torsiello, CPA de. - ndent Com • liance Officer
21
21
8
12
22
35
24
5
Raymond H. Bentley, President and Engagement Manager, is the owner of AMTEC. In this role, he leads all
aspects of AMTEC's efforts providing tax-exempt compliance services to a national client base comprising state
governments and agencies; counties, cities and school districts; and specialty and conduit issuers. Under his
leadership, the firm has continued its tradition of providing high-quality, customized service that serves as the
foundation of its numerous long-standing client relationships. Mr. Bentley has been successful in obtaining in
excess of two million dollars in the recovery of overpayments under the arbitrage rebate provisions for issuers.
During his 21 -year tax-exempt compliance career, Mr. Bentley has worked extensively in every technical function
at AMTEC and is thoroughly skilled in every aspect and application of Section 148(0 of the Internal Revenue
Code and the Treasury Regulations. He is one of the few professionals in the U.S. who oversees a portfolio of
arbitrage rebate clients while also acting as refunding verification agent on refinancing transactions.
Mr. Bentley is responsible for the overall effectiveness of the engagement. He develops and implements the
compliance plan for the engagement and maintains contact with the City staff. He coordinates AMTEC's
management and staff to ensure the flow of the work with the City is efficient and that all predetermined time,
service, and other benchmark requirements are met. Mr. Bentley will maintain day-to-day contact with the City.
The function of the Engagement Manager will ensure that the efforts of AMTEC's management and staff are
directed to provide the City with clear and concise requests for data and financial information that is necessary to
provide the Arbitrage Compliance Services and all tax -compliance requirements efficiently.
Mr. Bentley is registered as a tax preparer with the IRS. He is an associate member of the National Association
of Bond Lawyers and actively participates in a number of governmental associations. He has also developed and
presented a variety of educational materials to clients and financial professionals on the topics of arbitrage rebate
and post -issuance tax compliance. Mr. Bentley is a graduate of Boston University, where he earned a B.S. in
Mathematics Education. Mr. Bentley promises to service your account today and into the future, as he has for
the past 21 years to countless issuers.
Michael J. Scarfo, Senior Vice President and Team Member, is a senior officer of the firm with 21 years of
arbitrage rebate computational expertise. Mr. Scarfo has also served as the Project Manager to several of
AMTEC's high profile clients in state and local government. The expertise required to serve high profile clients
was developed following many years of compiling Arbitrage Compliance Services. Mr. Scarfo has been
responsible for presenting computational documentation to the Internal Revenue Service, resulting in receipt of
millions of dollars of rebate refunds for AMTEC clients. This accomplishment, along with several VCAP
settlements he has participated in over the years, demonstrates his expertise and application of the Treasury
Regulations and the working relationship he has developed with the IRS.
Mr. Scarfo serves on other AMTEC Teams that include the engagement for the States of Minnesota, West
Virginia, Connecticut and Montana, the University of Connecticut, and the Virginia Municipal League / Virginia
Association of Counties. He is fully qualified as a professional in all phases of municipal fmance, rebate and
refunding making him an expert in the application of Section 148(0 of the Internal Revenue Code and the Treasury
Regulations as they relate to tax -advantaged bonds. Mr. Scarfo is a graduate of the University of Utah.
Casey R. Komp, Managing Director and Project Manager, began his career at AMTEC 8 years ago. Since
his hire, Mr. Komp has completed hundreds of refunding verification transactions and has successfully filled the
role of Managing Director for AMTEC's Refunding Verification Service. He has mastered refunding analytics
and has achieved the highest level of understanding of the complex and widely accepted DBC refunding
verification software. He is fully qualified as a professional in all phases of municipal fmance and is expert in the
application of Section 148(0 of the Internal Revenue Code and the Treasury Regulations. He is a senior staff
member responsible for AMTEC's refunding verification product.
Mr. Komp manages a series of complex Arbitrage Compliance Services in conjunction with other senior staff
members of the firm. He is experienced in applying various computation methodologies through the issuances of
6
variable and fixed rate debt. He is proficient in the computation of transferred proceeds, management of parity
reserve allocations, allocation of bond proceeds to investment income and the allocation of expenditures.
Mr. Komp has been selected multiple times as the engagement manager for the refunding verification by the New
York City Municipal Water Finance Authority, New York State Thruway Authority, and the New York State
Environmental Facilities Corporation. Mr. Komp is the Senior Manager of our engagement with the Regional
Transportation District (Colorado), the States of Connecticut, Kentucky, and Alaska, the University of
Connecticut, and the Cities of Round Rock and Lubbock (TX). Mr. Komp is a graduate of the University of
Hartford, where he earned a B.A. in Mathematics and Minor in Actuarial Science.
David G. Mancuso, CPA, MBA, Vice President and Team Member, joined AMTEC 8 years ago as a Rebate
Analyst following four years working as a payroll auditor and an accountant. Mr. Mancuso has been promoted to
his current position as a result of his tax background, mastering many aspects of tax compliance tasks that are
necessary to qualify as a Project Manager.
Mr. Mancuso manages a series of complex Arbitrage Compliance Services in conjunction with other senior staff
members of the firm. He is experienced in applying various computation methodologies through the issuances of
variable and fixed rate debt. He is proficient in the computation of transferred proceeds, management of parity
reserve allocations, allocation of bond proceeds to investment income and the allocation of expenditures.
He is proficient in the computation of transferred proceeds, management of parity reserve allocations, allocation
of bond proceeds to investment income and the allocation of expenditures. Mr. Mancuso serves on other AMTEC
Teams that include the engagement for the States of Minnesota, Connecticut, and Montana, and the University of
Massachusetts. He has prior experience as an accountant in a public accounting firm, leveraging this experience
to his current position. He has mastered refunding analytics and has achieved a level of understanding of the
complex and widely accepted DBC refunding verification software. He is fully qualified as a professional in all
phases of municipal finance, rebate and refunding making him an expert in the application of Section 148(0 of the
Internal Revenue Code and the Treasury Regulations as they relate to tax advantaged bonds. Mr. Mancuso is a
graduate of The University of Hartford where he earned his undergraduate degree in Accounting and an MBA
from the University of Tampa.
Christopher J. Linehan, Vice President and Team Member, joined AMTEC in 2017 following a 17 -year
career in the asset management industry. In his current role as Vice President, he oversees the accuracy of the
Arbitrage Compliance Services, in addition to supporting AMTEC's refunding verification services efforts as well
as new business development strategies.
Mr. Linehan manages a series of complex Arbitrage Compliance Services in conjunction with other senior staff
members of the firm. He is experienced in applying various computation methodologies through the issuances of
variable and fixed rate debt. He is proficient in the computation of transferred proceeds, management of parity
reserve allocations, allocation of bond proceeds to investment income and the allocation of expenditures.
Mr. Linehan began his career with GE Company's investment management arm—GE Asset Management
(GEAM)—where he held various positions of increasing responsibility with the firm's operations and marketing
teams, ultimately assuming the role of Communications Director. In this position he was responsible for all of
GEAM's major communications processes and initiatives, spanning public relations, strategic client
communications, and employee engagement. In 2016, he served as GE's lead communicator for the transition
process and organizational integration of GEAM into State Street Global Advisors as part of GE's sale of GEAM
to State Street Corporation. Mr. Linehan holds a B.A. from the University of Pennsylvania. While with GE, he
held the Series 7, 24 and 63 securities licenses.
7
Compliance Partners are not employees of AMTEC. We occasionally work with these 2 nationally recognized
professionals to provide advice with respect to certain tax matters — they will not perform any arbitrage rebate
calculations. If they are called upon for consultation, AMTEC will not pass on the costs of their services to the
City. By utilizing their independent expertise, it provides our clients with a conforming opinion for no additional
charge.
Lisa P. Soeder, Soeder & Associates, LLC — Hartford, CT and Nantucket, MA, is an Independent Tax
Counsel Contractor to AMTEC and a certified DBE/WBE. Ms. Soeder has worked on various federal income
tax issues, with particular emphasis on matters relating to the issuance of state and local government tax-exempt
bonds, and has performed research, reviewed tax issues and participated in the structuring of issues of general
obligation bonds of states and cities, revenue and private activity bonds. She has represented issuers, underwriters
and borrowers in tax-exempt govemmental construction and cash flow financings as well as taxable issues of
bonds; in the development of clean water revolving loan fund programs; in the structuring of a convention center
authority in Connecticut authorized to issue tax-exempt bonds; and in exempt small issues, exempt facilities and
501(cx3) financings.
Ms. Soeder received her LL.M. in Taxation from New York University, her J.D. from the University of Notre
Dame, and her B.A. from the State University of New York at Oneonta. She is admitted to practice in the States
of New York, Massachusetts and Connecticut. She is a member of the Bar Associations of New York State (Tax
Section); Connecticut (Tax Section), and American (Tax Exempt Financing Section).
Michael Torsiello, C.P.A. — Tax Compliance Partner, Morrisville, North Carolina, is a licensed Certified
Public Accountant who has over 24 years of diversified experience in public accounting and financial management
of sizable corporations. Mr. Torsiello is a member of the American Institute of Certified Public Accountants
(AICPA) and North Carolina Association of Certified Public Accountants (NCACPA) and is a Certified
Construction Industry Professional. Mr. Torsiello is AMTEC's tax compliance partner, when necessary, and
ensures each engagement is performed in accordance with standards established by the AICPA, in addition to
signing off on the final refunding verification report.
Organizational Chart of the Firm.
Independent Tax
Counsel
Lisa Soeder, Esq.
Engagement Manager
Raymond Bentley
(President)
Project Manager
Casey Komp
(Managing Director)
Independent Compliance
Officer
Michael Torsiello, CPA
Team Member
David Mancuso
(Vice President)
Back -Up Team
Joseph Pascucci
(Analyst/Admin)
Team Member
Christopher Linehan
(Vice President)
Reserve Staff
Back -Up Team
Caitlyn McGovern
(Analyst)
8
Team Member
Michael Scarfo
(Senior VP)
Back -Up Team
Trong Tran
(Analyst)
4. Management Plan
"IfAMTEC is retained as your consultant, we will never make you feel as though you workfor us. We will exceed
your expectations and do whatever is required to ensure the engagement runs smoothly from the onset."
We will keep our word and continue this pledge of consistent and unwavering service to the City.
AMTEC's Understanding and Objectives
• Our single, most important objective is to assure the City that its bond issues are in full compliance with
the Code and Treasury Regulations, as amended.
Secondary Objectives Include:
• Assisting the City to maximize its earnings from bond proceeds through regularly prepared rebate reports,
by providing significant information about the performance of its selected investments and determining
their effectiveness. This is accomplished within our rebate reports that display the computed rate of return
from all investments and compare this yield to the bond yield, quantifying the amount of excess earnings,
which can be expressed as a positive or a negative number. With this information, management may
target higher yielding qualified investments in the event negative arbitrage has accumulated or establish
reserves for the future payment of a rebate liability, if one accumulates.
FIVE MAJOR TASKS TO ACHIEVE SERVICE OBJECTIVES
1. Update rebate calculations through current bond anniversary dates and issue formal reports.
Formal computations with AMTEC's opinion will be provided as of the City's fiscal year end. Reports will be
consistently delivered within 15 days of receiving the required bond and investment information from the City or
its designee.
2. Issue formal rebate reports on five-year Bond Computation Dates.
In addition to annual reporting discussed above, formal reports will be issued on each Computation Date (5 -year
anniversary date). Five-year reports are referred to as Computation Date Reports and are required for compliance
with the Code.
3. Intellectual Review Process — An AMTEC Trademark
The arbitrage rebate computation is not complete once the numbers have been crunched. This is when our
expertise, gained over 32 years of service, provides the analytics necessary to ensure that our computations and
final determinations are accurate. Our senior staff members are expert in the application of Section 148(0 of the
Internal Revenue Code and the Treasury Regulations. No AMTEC report is complete without a detailed review
of all information that will ultimately comprise the arbitrage rebate computation.
During this review, we ensure that every opportunity to lawfully reduce the arbitrage rebate liability and yield
reduction liability has been implemented. Since many of the techniques and methodologies lawfully allowed to
reduce rebate are not elected before the closing, our expertise with the application of the Regulations is carefully
compared with the bond and investment history of the issues. The results can include important compliance
information as follows:
• A potential spending exception from rebate;
• The value of the spending exception when negative arbitrage accumulates;
• The quantitative value of a spending exception when the Reserve Fund generates a rebate liability;
• Determine valuation methodology for ending asset balances that lawfully reduce the rebate liability;
9
• Identification of the Temporary Period when the investment of bond proceeds is unrestricted and any
actions that may result in a restriction on the proceeds;
• Identification of any yield restrictions that have been placed on the proceeds following the end of the
initial Temporary Period and any other Temporary Period that may result from receipt and investment of
debt service payments; and,
• The testing of the Universal Cap for a potential de -allocation of bond proceeds.
4. Develop an Arbitrage Database.
A database was developed and is maintained by AMTEC. This information has been provided to the City. The
database contains key information about each bond issue and includes, but is not limited to the following:
Bond Yield
Investment Yield
Rebate Liability
Closing Date
Maturity Date
Computation Date
Temporary Period
Yield Restrictions
Refunding Data
Prior Rebate Paid
Transferred Proceeds
Fees
5. Proactive Support From AMTEC
Since all bond issues have been brought current and formal rebate reports document the arbitrage status of the
issues, AMTEC works with the staff of the City to "manage" its rebate liability.
Arbitrage rebate was originally thought and is still believed by many of our competitors, that arbitrage rebate is
only a "legal" and compliance issue, similar to income tax filings. As long as it is done in a timely manner, it will
not be subject to negligence and penalties.
AMTEC believes there is much more to achieve than being timely. Municipalities can benefit by utilizing the
information contained in each rebate report to increase income from the investment of bond proceeds and, at the
same time, reduce its rebate liability to the lawfully smallest amount or qualify for an exception from rebate and
retain all investment income. Active management of the rebate liability is a task that is critical to the success of a
compliance plan.
Each AMTEC rebate report contains an Executive Summary for senior managers and all of the detail for
accounting/support personnel and auditors. We identify the rebate liability and it is expressed as a positive or a
negative number. If a positive number results and an exception from rebate is possible, we provide the subsequent
spending levels and dates that the City must achieve to retain the excess income. If the issue cannot qualify for an
exception from rebate, we provide a recommended set-aside amount for future payment to the United States
Treasury.
DETAILED SCOPE OF SERVICES
All calculations and services related to the arbitrage and/or rebate penalty election requirements contained in the
Code and those regulations promulgated therein. Applying applicable federal tax rules, the calculations are to be
performed with respect to the City bond issues, current and future for the term of this engagement will be
accomplished following the steps identified below.
Verify that the issue is subject to the Rebate Requirement. Initially, the Tax Agreements, Official Statements
and other relevant documents are reviewed. The Tax Agreement, prepared by bond counsel, provides information
about the bond proceeds and other funds that could be subject to rebate and information relating to rebate
exceptions. These documents provide the information which enables us to complete an independent verification
of the bond yield.
10
Identify which funds are subject to yield restriction. The Tax Agreement is the roadmap for the arbitrage
consultant. Within the Tax Agreement, each fund and account subject to yield restriction is identified. This
information forms the foundation for all rebate computations and incorporates the length of each Temporary
Period along with the types of restrictions placed on each class of proceeds, including debt service reserve funds
and surplus funds.
Identification of Unrestricted and Restricted Assets
Three -Year Temporary Period. Generally speaking, proceeds from the sale of the bonds used for capital project
purposes are unrestricted for a three-year period following the sale of the bonds. This time frame is referred to as
the Temporary Period.
During the Temporary Period, bond proceeds may be invested at a yield above the bond yield (without restriction)
and issuers are required to pay a rebate of the excess earnings above the bond yield to the United States Treasury.
An exception to paying a rebate occurs when the issuer qualifies for one of the spending exceptions from rebate.
Certain actions by issuers can cause the Temporary Period to terminate before three years. One of the more
common actions occurs when any of the bonds are advance refunded. This action truncates the Temporary Period
and any unspent capital project funds will become yield restricted.
Restrictions on Bond Proceeds. All bond proceeds invested are yield restricted with the exclusion of bond
proceeds used for capital purposes as described above for a three-year Temporary Period or when the proceeds
have been used to fund a Debt Service Reserve Fund.
Absolute Yield Restrictions. Bond proceeds deposited into an Escrow Fund that are used to pay future principal,
interest and redemption premium on bonds are yield restricted and may not be invested above the bond yield.
Other Yield Restriction — Not Absolute. Unspent bond proceeds are yield restricted following the end of the
Temporary Period. However, due to the nature of bond proceeds in a Capital Projects Fund, the Regulations
provide issuers with the ability to maintain their investments, regardless if they are generating excess yield, and
pay the excess yield to the United States Treasury in the form of a Yield Reduction Payment or YRP. A YRP is
similar to a rebate payment and paid at the same time and in the same manner.
Calculate the bond yield. Since the bond yield is the basis for arbitrage liability, ensuring that all amounts are
identified and applied in accordance with the Code is extremely important. Amounts such as the original issue
discounts, premiums and qualified guarantee payments are needed to complete this process.
From the information gathered in the bond document and review process, AMTEC independently computes the
bond yield for each fixed yield issue. Occasionally, the fixed bond yield provided to bond counsel by the
underwriter is not complete or may contain inaccuracies: Through AMTEC's independent verification of the bond
yield, the City will be assured that the bond yield has been recomputed in accordance with the Regulations and is
correct.
Identify, and separately account for, all "Gross Proceeds" (as that term is defined in the Rebate Requirement) of
the bond issue, including those requiring allocation analyses due to "transferred proceeds" and/or "commingled
funds" circumstances.
Reconciliation of Proceeds. The Tax Agreement is used to reconcile the sources and uses of funds which can be
tracked into the various bond and capital accounts. This step is important because the correct amount of bond
proceeds must be identified and measured in order to ensure that the final rebate results are accurate. Failure to
perform these initial steps violates the integrity of the rebate computation work which must follow.
11
Identification of transferred proceeds and development of transferred proceeds schedules are performed
systematically with current and advance refundings.
Uncommingling funds (when applicable) are not evident until the rebate computation has commenced. Our
analysis of the various asset accounts will provide evidence of a commingled fund. Once detected, we can utilize
our internal process to uncommingle bond proceeds from non -bond proceeds or bond proceeds between two or
more issues, such as a single debt service reserve fund for issues of a certain type to compute the rebate.
Our internal controls have been designed to provide the rebate amount, investment income and rate of retum for
each bond fund or account. Our expertise, which has been derived from the completion for 6,900 bond issues,
provides special insight that only this experience can offer. Our analysts have historical experience with all types
of qualified investments and our internal controls highlight unusual rates of return, either high or low, which are
often the result of commingling. When this occurs, we use our expertise and provide a series of tests that will
easily identify the transactions that cause most aberrations in rebate computations.
We obtain the necessary information related to investments, including investment and expenditure detail and
interest earnings. AMTEC has confidence that the information provided by the City will be adequate to complete
arbitrage rebate computations. AMTEC does not require the creation of a new layer of accounting strata to provide
the records required to compute rebate.
Investment Portfolio Evaluation. Along with the disbursement listings, we gather information on the unspent
bond proceeds and investments. Each investment is valued for every calculation. AMTEC follows the regulatory
valuation requirements and selects the most advantageous valuation method. The most advantageous valuation is
the one that produces the smallest amount of rebate. We use care in these determinations to ensure market value
fluctuations do not give rise to erroneous rebate returns.
As a final control, the total income from the portfolio is identified and compared to the actual sums received.
Project disbursements and investment income amounts are also balanced, ensuring that all items have been
identified and are recorded in the fmancial records.
Regulatory Changes, Procedural Review and Recommendations
During the course of the engagement, AMTEC provides its clients with detailed information on any changes to
the Treasury Regulations. In addition, if changes in the Treasury Regulations would provide an improved rebate
position or refund for the City, AMTEC would restate the computations for no additional fee and present it for
internal review.
Record Keeping Review and Recommendations. During the course of our engagement, a review of the record
keeping process and investment policy is conducted. AMTEC will evaluate and make recommendations on
current investment and record keeping practices for all funds subject to rebate to ensure the City systems and
procedures meet the requirements of the Code.
Project Schedule / Reports
Perform Excess Earnings (Arbitrage) Calculations
• Computing/verifying the allowable yield limit for each issue;
• Compute the estimated rebate liability, if any; and
• Compute the excess earnings as of the Computation Date.
Computation of excess earnings (the rebate amount) is completed following the computation of the bond yield.
The technical steps to arrive at the excess eamings amount are enumerated within above.
12
Rebate Consolidation. We solve the rebate for each account within a specific issue. Once each separate account
has been solved and reconciled, the entire report is consolidated and the rebate amount is identified. The
consolidation produces a blended rate of return and rebate amount for all accounts within an issue. We also provide
the individual computations for each fund so our clients can easily determine which funds are generating arbitrage
profits and which are generating losses.
Testing for Rebate Exceptions and Penalty in Lieu of Rebate Elections. Once we have determined the rebate
amount, we continue to test for exceptions from rebate. If a rebate liability has accumulated andthe issue qualifies
for an exception from rebate, we will issue our opinion utilizing the rebate exception criteria and the rebate would
not be payable.
If a client has elected to pay a penalty in lieu of rebate, we would discover this election during our bond document
review and apply the penalty test and remit any penalty on a timely basis in accordance with the Regulations.
Comprehensive Calculations, Reports and Opinions. The rebate report is a formal document issued together
with an executive summary, all computation schedules and the professional opinion of AMTEC. Our opinion
cites the various computation methodologies used to arrive at the rebate amount and indicates that all computations
are in accordance with the Code.
AMTEC's opinion is generally broader than most opinions and clearly provides the assurance that our
computation methodology is in accordance with the Code and the City may rely on it. The opinion will remain
unchanged for this engagement.
AMTEC's professional opinion provides a level of confidence that rebate computations are accurate and in
accordance with the Code. Our opinion is backed by our full faith and credit and a multi-million dollar professional
liability insurance policy.
Issuance of Annual Rebate Reports and 5 -Year Anniversary Computation Date Reports with an executive
summary and schedules. Identification of the methodology employed, major assumptions, conclusions, and any
recommendations for changes in the City record keeping and investment policy are also included. Report copies
will be provided in the quantity and format requested by the City.
Annual Executive Summary. AMTEC's Annual Report of all bond issues will be prepared for the City annually,
at each year end and updated on a regular basis throughout the year. The Report is an executive summary of each
outstanding bond issue subject to the rebate requirements.
It was developed to assist senior managers understand the most important issues conceming their arbitrage
liability, Code compliance status and other key data, without having to read multiple rebate reports in their entirety.
The Annual Executive summary will list the rebate liability for all issues at a glance. AMTEC staff and the City
will know which issues are the highest priorities at all times.
IRS Reporting Requirements
Internal Revenue Service Reporting Requirements including the preparation filings required by the Internal
Revenue Service necessary for the payments of arbitrage rebate or refunds.
IRS Reporting. Should a rebate liability exist on a Computation Date, AMTEC would prepare the required
transmittal documents for IRS reporting. The completed documentation and letter of instructions would be
provided within 45 days advance of the payment due date.
IRS Representation by AMTEC is included and unlimited as long as we are engaged as your consultant. There
is no additional fee for this representation. There is no limit to the amount of support we will provide should the
13
City become subject to a random IRS inquiry. AMTEC will employ the correct methodology and procedures to
demonstrate to the IRS the compliance work completed by the City is in accordance with the Code.
ADDITIONAL SERVICES
Develop Post -Issuance Tax Compliance Policy and Written Procedures and present this Program for
Compliance to the City staff that enables the City to "Check the Box" on lines 43 and 44 of IRS Form 8038.
Training of the City Staff regarding arbitrage rebate. This program is very interesting and provides financial
professionals an overview of this topic and the Code. It is a user-friendly presentation and blends the technical
aspects of this topic into an understandable format. The presentation lasts about one-half day and will be provided
upon request for no additional fee.
Electronic Off -Site Back -Up. We will provide with electronic back-up of all data and reports generated by
AMTEC for a period that extends three years after the redemption date or last maturity date of an issue. This data
is created daily and moved off-site to a secured storage facility. Should additional support or assistance with
records retention be necessary, documentation or retrieval of any items that are related to its rebate computations,
they will be made available by AMTEC, upon request.
AMTEC's standard Scope of Services includes, but is not limited to, the following:
• Verification that each issue is subject to the rebate requirements.
• Calculation of the bond yield.
• Calculate the gross proceeds through a reconciliation of the sources and uses of funds.
• Calculation of the yield on all investments, subject to rebate, annually and upon the date that all bonds of
an issue are retired.
• Determine the arbitrage rebate liability.
• Verification of whether a penalty in lieu of rebate has been elected.
• Testing for exceptions from rebate.
• Proforma calculations that include a projection of the arbitrage rebate liability, either negative or
positive.
• Written explanation of the computation methodology and recommendations for rebate reserves. Each
rebate report includes a written explanation of the methodology, assumptions and conclusions
employed. Recommendations for rebate reserves or the elimination of negative arbitrage and
recommendations accompany each report.
• Delivery of updated calculations and formal rebate reports, rebate exception reports and penalty in lieu
of rebate reports, each indicating the above stated information;
• Issuance of the AMTEC professional opinion, which is legally enforceable, stating that the computations
are in accordance with Section 148(0 of the Internal Revenue Code and the Arbitrage Regulations and
that the methodology used is consistent with current federal tax law and regulations and may be relied
upon by the City in determining its arbitrage rebate liability.
• Delivery of appropriate documentation required to support all computations with each report.
• Unlimited consultation with City personnel, as necessary, regarding arbitrage related matters.
Consultation on the results of our report with staff, bond counsel, auditors, trustees and the IRS.
• Monitoring of the City's ongoing compliance with all arbitrage requirements for its tax-exempt issues
and the safeguarding of completed projects for a period of six years after the final redemption date of
each issue.
• Assurance to the City that all current issues are in compliance with the Arbitrage Regulations.
• Guarantee the completeness and accuracy of our work, computation methodology and positive
compliance with Section 148(0 of the Internal Revenue Code and the Arbitrage Regulations.
• Preparation of IRS Form 8038-T, accompanying documentation, payment instructions and report
delivery, within 45 days of the computation date should a rebate payment be required.
14
• Review of existing accounting and investment practices / recommendations for improvements.
• Assistance in the planning stages of new bond issues to discuss possible rebate exceptions, the pro -forma
testing of anticipated expenditures of proceeds for rebate exception purposes based on a variety of
investment scenarios.
• Provide the City with expert assistance regarding required documents and data collection.
• Request all relevant investment data from the City or trustee and perform reviews and analysis.
• Prepare a comprehensive data base of the bond issues, identifying relevant information such as bond
yield, investment yield, the next rebate calculation date and the rebate liability.
Provide annual arbitrage rebate reports, and anniversary reports, through the term of the contract.
Discuss the arbitrage rebate report and findings with City to ensure full understanding of the procedures
and recommendations in such report.
5. References
AMTEC can perform tasks assigned by the City in a timely fashion, just as we have for many issuers in Florida.
We have provided Arbitrage Compliance Services to 350 bond issues, aggregating over $10B in debt. Please find
below four references.
Lori Fortenberry, CTP, Acting Finance Manager
Broward County
115 S. Andrews Ave, Fort Lauderdale, FL 33301
954-357-7201
lfortenberry@broward.org
Jane Le Clainche, CPA, Finance Director
Town of Palm Beach
360 S. County Road, Palm Beach, FL 33480
561-838-5444
jleclainche@townofpalmbeach.com
Karen Crawford, CGFO, Deputy Director
City of Greenville
206 South Main Street, Greenville, SC 29602
861 '167-4527
kcrawford@greenvillesc.gov
Norman E. Kildow, CPA, CPFO, Controller
City of Tulsa
175 E 2°d Street, Tulsa, OK 74103
918-596-7525
nkildow@cityoftulsa.org
Arbitrage Services
Provided Since 2018
Arbitrage Services
Provided Since 2007
Arbitrage Services
Provided Since 1997
Arbitrage Services
Provided Since 2004
6. Proposed Fees
AMTEC is proposing the following guaranteed fee structure:
1. $475 per bond issue per year for an arbitrage rebate calculation and report. There is no fee to
offer our consultation to City staff on arbitrage related issues as requested because we are your
consultant — it is the all-inclusive service we provide.
There is no fee difference between fixed and variable, there are no set-up fees, there are no add-on fees, there are
no other annual fees and there are no filing fees. We do not charge anything additional for interim updates or
reports, we do not charge for yield restriction calculations, which are included for no fee with our rebate
calculation, nor do we charge for preparation of IRS payment filing forms. Our guaranteed fees are all-inclusive
and includes AMTEC's Scope of Services.
15
Many firms attempt to muddy the waters utilizing technical terminology, in the hopes that their additional
knowledge will allow you to believe that you SHOULD be paying more for a more complex calculation. This is
simply not true. AMTEC has been providing upfront, guaranteed fees for our clients for 32 years with NO
EXCEPTIONS.
Any firm who is charging additional money for a first-year calculation, a yield restriction calculation, a variable
rate calculation, commingled funds, transferred proceeds or any other calculation that is in addition to an arbitrage
report, is simply overcharging you. You should not be paying these fees.
Our clients ask how we can provide our services for a fraction of the fees that others charge. There is no secret:
we are very specialized and extremely efficient. We assure you that we understand your very complex bond issues
and our business. This is evidenced by 32 years of service and more than 6,900 issues under engagement. Before
these clients engaged AMTEC, many paid fees that were two to three times greater than those they pay AMTEC
today and each client is pleased with AMTEC's service.
AMTEC's guaranteed fees are guaranteed and all-inclusive. Follow-up consultation and services after
completion of the arbitrage calculation are included for no additional fee as long as AMTEC is your arbitrage
provider. AMTEC will not charge more than we state, regardless of the time and effort necessary to ensure tax
compliance. This applies to future City bonds as well. If new regulations require amending previous calculations,
AMTEC will amend its previous calculations for no additional fee to the City.
Based upon the information provided by the City, we estimate that there will be approximately 8 stand-alone
annual reports due — we have computed a guaranteed fee not to exceed $3,600. Please note that we will not charge
any more than $3,600 to complete the arbitrage rebate computations; however, it is possible that our fee will be
less if it is determined that a report is not required.
We have thoroughly reviewed the City's CAFR from EMMA, along with the Official Statement for each issue.
We have familiarized ourselves with the City's needs and our guaranteed fixed -fee pricing has reflected these
efforts. Please be aware of firms who have not done their due diligence in determining what is required. You may
receive general and/or a la carte pricing, which leaves the door open for outrageous pricing in the end. We
guarantee our pricing, which allows the City to budget appropriately.
$14,810,000 Revenue Bonds S .rin_ Trainin Facili , Series 2002
$19,365,000 Stormwater S stem Revenue Refundin_ Bonds, Series 2012
$ 7,365,000 Gas S stem Revenue Refundin_ Bonds, Series 2013
$ 5,405,000 Gas S stem Revenue Refundin_ Bond, Series 2014
$69,270,000 Water and Sewer Revenue Refundin_ Bonds, Series 2017
$29,080,000 Water and Sewer Revenue Refundin: Bonds, Series 2017B
$20,430,000 Water and Sewer Revenue Refundin_ Bonds, Series 2020
$30,000,000 Non -Ad Valorem Revenue Bonds (Imagine Clearwater Improvements),
Series 2022
09/17/02
02/02/12
06/28/13
06/24/14
02/28/17
09/21/17
01/27/20
07/14/22
Total Fee
$ 450
450
450
450
450
450
450
450
$3,600
WE WILL REVIEW ALL ISSUES FOR NO FEE. IF A REPORT IS NOT
REQUIRED, THE ASSOCIATED FEE WILL NOT BE BILLED.
16
Bona Fide Debt Service Fund Testing
Issuers who maintain a commingled debt service fund for the collection of revenues and payment of debt service
on a periodic basis will require compliance testing and the possibility of yield reduction calculations. The debt
service fund will be tested annually to determine if the amount deposited in the debt service fund was equal to the
annual debt service requirement. Should it be determined that funds in excess of the bona fide debt service fund
safe harbor were deposited, the safe harbor for the issue would be identified and yield reduction computations are
provided for the excess, if any. The results of this analysis will determine if the debt service fund functioned as a
bona fide debt service fund and if so, it will be excluded from the computation of rebate. If any excess deposits
remained in the debt service fund following the payment of debt service, they are subject to yield restriction and
depending upon the investment yield earned by these deposits, they may be required to make yield reduction
payments to the United States.
Yield Restrictions and Yield Reduction Payments
Should yield reduction payments be required as a result of excess earnings on the non -bona fide portion of the
debt service fund or if construction proceeds remain unspent at the end of the Temporary Period, which is usually
three years following the date of the closing, AMTEC will identify the amounts subject to yield restriction and
complete computations and determine if Yield Reduction Payments are required. The proceeds subject to yield
restriction are identified and incorporated into AMTEC arbitrage reports for no additional fee.
Transferred Proceeds calculations will be completed for no additional charge.
Out -of -Pocket Expenses for travel, mail, and other incidentals are built into our Guaranteed Fee Structure.
Technical Innovations Reduce Fees
AMTEC developed three (3) proprietary software programs that enable us to provide Arbitrage Compliance
Services at very competitive rates.
• AMTEC ARC, AMTEC Corporation 2010-2022
• AMTEC's BancUScan System, AMTEC Corporation 2012-2022
• SwifTEC Report, AMTEC Corporation 2016-2022
Due to these technological advances developed over the last few years, AMTEC can do more for less. We are
now able to offer single fee pricing for any bond issue regardless of size and interest rate mode (fixed or variable).
Additionally, the debt structure of an issue that contains a reserve fund is no longer charged a premium for
calculations and there are no additional fees for commingled debt service funds or other funds that are yield
restricted and subject to yield reduction payments.
IRS Audit or Other Representation
AMTEC will provide the City with the necessary support in the event of an IRS inquiry. Additionally, we will
work with the City's staff and consultants regarding all arbitrage related matters. AMTEC will not assess
an additional hourly rate for this support. Unlimited support for the City is provided because we are your
arbitrage rebate consultant.
17
APPENDIX
S/M/ABE Certification A-1
its
State of Connecticut
Department of Administrative Services
plies Diversi.'
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)4sa
Owner(s)-
Contact:
E -Mail:
"Affiliate Compa
Supplier (1)euersity 2 hector
"A caotraclot awrndad a contract ora potion of a
the satprogram shall not
321-7581
SuppEer Diversity Specialist
hwham the castrackw is
4/30/2021 B2Gnow
CITY OF PHILADELPHIA
COMMERCE DEPARTMENT
1515 Arch Street, 12th Floor
Philadelphia, PA 19102
P: 215-683-2055
F: 215-683-2085
April 30, 2021
Mr. Raymond Bentley
American Municipal Tax -Exempt Compliance Corp. DBA AMTEC
90 Avon Meadow Lane
Avon, CT 06001
RE: CERTIFICATION DATE: April 30, 2021
EXPIRATION DATE: January 31, 2023
CERTIFICATION STATUS: Minority Business Enterprise (MBE)
REGISTRATION NUMBER: 112680
Dear Mr. Raymond Bentley:
IOLA HARPER
Deputy Commerce Director
Office of Economic Opportunity
This letter is to inform you that American Municipal Tax -Exempt Compliance Corp. DBA AMTEC has been placed in
the City of Philadelphia Office of Economic Opportunity (OEO) Registry. American Municipal Tax -Exempt Compliance
Corp. DBA AMTEC will remain on the City's Registry as long as you remain certified by one of the approved agencies
listed on our website.
Your placement in the OEO Registry offers you the following competitive advantages:
1. Free Advertisement 365 days a year, your company's business profile information is listed in OED's Registry, which
is utilized by the City departments, for profit, nonprofit and public industries.
2. The Office of Business Services (OBS) is the City's one -stop -shop for all business related services. OBS can assist
you with a wide range of issues, from navigating the permit process to identifying loan programs for which you may
qualify. Please call 215-683-2100 for more information on how OBS may be of service.
3. Your firm's participation on City contracts can be counted towards MBE/ WBE participation ranges.
4. Contractors and professionals seeking vibrant MBE/ BE as joint venture partners and sub -contractors view the
OEO Registry.
Please inform us if there are any material changes to your certification. These changes may include but are not limited to:
1. your company name;
2. contact information;
3. NAICS Codes/services that you are certified to provide; and/or
4. loss of certification
https://phila.mwdsbe.com/FrontPage/DiversityMain.asp?XID=1442 1/2
4/30/2021 B2Gnow
April 30, 2021
American Municipal Tax -Exempt Compliance Corp. DBA AMTEC
Page 2
Your company will be located in our OEO Registry under the following North American Industry Classification System
(NAICS) Codes:
NAICS 54121: ACCOUNTING, TAX PREPARATION, BOOKKEEPING, AND PAYROLL SERVICES
For more information about what OEO and OBS can do for you, please visit our website at www.phila.gov/business. In
addition, visit Procurement at https://www.phlcontracts.phila.gov/bso/ and Finance at https://secure.phila.gov/eContract/ for
current City opportunities.
If you have any questions, feel free to give us a call at 215-683-2071.
Sincerely,
aer-900-4-,
Alice Dungee-James, MCA
Director of Registration and Outreach
C: Nazaarah Sabree, Director of Field Operations, Office of Business Services (OBS)
LaShawnda Tompkins, Director of Administration, Procurement Department
Marla Hamilton, Vice President, Philadelphia Industrial Development Corporation (PIDC)
https://phila.mwdsbe.com/FrontPage/DiversityMain.asp?XID=1442 2/2
SOUTH CENTRAL TEXAS REGIONAL CERTIFICATION AGENCY
Your unified certification source
www.sctrca.org
January 13, 2021
Raymond Bentley
American Municipal Tax -Exempt Compliance Corp. DBA AMTEC
90 Avon Meadow Lane
Avon, CT 06001
Dear Raymond Bentley:
We are pleased to inform you that your application for certification in our Small, Minority, Woman and Veteran Business Enterprise (S/M/WN)
Program has been approved. Your firm met the requirements of the SCTRCA Policy and Procedure Manual and is currently certified as a:
*ABE ESBE MBE SBE
Certification Number: 221018949
Certification Expiration: January 31, 2023
Providing the following products or services:
NAICS 541219: OTHER ACCOUNTING SERVICES
On the two year anniversary date of your certification, you are required to provide a renewal application affirming that no changes have occured
affecting your certification status. The SCTRCA will send you a Certification Renewal reminder sixty (60) days prior to your expiration date. The
SCTRCA will no longer include a certificate upon certification renewals. Your expiration date is January 31, 2023.
Please notify this office within thirty (30) days of any changes affecting the size, ownership, control requirements, or any material change in the
information provided in the submission of the certification application. Thank you in advance.
Sincerely,
Charles Johnson,
Executive Director
onal Certification Agenc r
dul affirms that.
npt Compliance Corp
tj
Business Enterprise Certification Program to be
has successfully met the established requirements of SCTRCA's'
certified as a 7 .
ESBE MBE, Si
Certified NAICS'Codes:
NAICS'541219: OTHER ACCOUNTING SERVICES
Certification Number: 216118949
Effective' Date: November 16, 2016:
Expiration Date: November 30, 2018
Julio Fuentes,,
Executive Director
Note: This certificate Is the"pope
REQUEST FOR QUOTES — ARBITRAGE COMPLIANCE SERVICES
The City of Clearwater is seeking responses to this Request for Quotes from qualified firms of
arbitrage consultants who have experience in providing arbitrage compliance services to public
entities who finance long-term capital projects with tax-exempt bond issues. Currently the City
has eight (8) bond issues and direct placement bank loans outstanding with various maturity dates
ranging from September 2026 to October 2052, as listed in Appendix A.
SCOPE OF WORK
Annually: Prepare the required computations and rebate reports to determine the amount of
arbitrage rebate, if any, due to the Internal Revenue Service for each outstanding tax-exempt
bond issue as of September 30. Complete the IRS Form 8038-T for filing with the IRS. When
appropriate, confirm that a Debt Service Fund meets the requirements of a bona fide debt service
fund.
Provide appropriate advisory services to the City to ensure compliance with arbitrage regulations
concerning but not limited to various areas such as spending exceptions and yield restrictions.
KNOWLEDGE AND EXPERIENCE
Interested firms must demonstrate five (5) years' experience providing arbitrage services to public
entities in the State of Florida, and provide the following:
1. A statement of qualifications, abilities, experience and expertise in providing the requested
services, as well as the firm's commitment and availability to provide the requested
services during the time frame referenced.
2. Resumes of the personnel who would be directly involved in providing arbitrage consulting
services to the City, including:
a. Formal and supplemental education
b. Experience in performing arbitrage services and consultation regarding arbitrage
regulation compliance including governmental clients
c. Membership in professional organizations
3. Four (4) references for which similar services are currently provided, preferably
governmental clients in the State of Florida. Include name of entity, name of contact
person(s), phone numbers, email addresses, mailing addresses, type of service provided,
and dates of service.
TERM OF CONTRACT
The City is seeking a 5 -year contract, from October 1, 2022 to September 30, 2027.
RATES/FEES
Provide the firm's proposed fee schedule for the outlined services, including whether fee is on a
project basis or hourly basis, the estimated number of hours and total cost, and any other costs
which would be reasonably expected to occur as a result of the contract performance. If
applicable, provide projected hourly cost increases for years two (2) through five (5) of the
contract. Costs should be quoted on each invoice as follows:
1
a. Arbitrage rebate calculation and report
b. Consultation to City staff on arbitrage related issues (hourly rate) as requested
INSURANCE REQUIREMENTS
The firm shall, at its own cost and expense, acquire and maintain (and cause any
subcontractors, representatives, or agents to acquire and maintain) during the term with the
City, sufficient insurance to adequately protect the respective interest of the parties.
Coverage shall be obtained with a carrier having an AM Best Rating of A -VII or better. In
addition, the City has the right to review the deductible or self-insured retention and to require
that it be reduced or eliminated. Specifically, the following minimum types and amounts of
insurance must be carried on an occurrence basis or in the case of coverage that cannot be
obtained on an occurrence basis, then coverage can be obtained on a claims -made basis with
a minimum three (3) year tail following the termination or expiration of this contract:
a. Commercial General Liability Insurance coverage, including but not limited to,
premises operations, products/completed operations, products liability, contractual
liability, advertising injury, personal injury, death, and property damage in the minimum
amount of $1,000,000 (one million dollars) per occurrence and $2,000,000 (two million
dollars) general aggregate.
b. Professional Liability Insurance coverage appropriate for the type of business
engaged in with minimum limits of $1,000,000 (one million dollars) per occurrence. If a
claims made form of coverage is provided, the retroactive date of coverage shall be no
later than the inception date of claims made coverage, unless prior policy was extended
indefinitely to cover prior acts. Coverage shall be extended beyond the policy year either
by a supplemental extended reporting period (ERP) of as great a duration as available,
and with no less coverage and with reinstated aggregate limits, or by requiring that any
new policy provide a retroactive date no later than the inception date of claims made
coverage.
OTHER INFORMATION
Arbitrage compliance services have been performed by Arbitrage Compliance Specialists since
2009.
If interested, please respond via e-mail to monica.mitcheII(a mvclearwater.com with the required
information no later than August 29, 2022.
Questions may be submitted via e-mail monica.mitchellamvclearwater.com no later
than August 19, 2022.
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APPENDIX A
$14,810,000 Revenue Bonds (Spring Training Facility), Series 2002; issued to finance
a portion of the cost of the acquisition, construction, rehabilitation and equipping of a
spring training facility to be used by the Philadelphia Phillies major league baseball
team; serial bonds due in annual installments of $310,000 on March 1, 2023; interest at
5.375%; 5.375% term bonds in the amount of $1,420,000 due March 1, 2027; and
5.375% term bonds in the amount of $1,750,000 due March 1, 2031.
$30,000,000 Non -Ad Valorem Revenue Bonds (Imagine Clearwater Improvements),
Series 2022; issued to finance and/or reimburse a portion of the cost of acquisition,
construction and equipping of the Imagine Clearwater Project; serial bonds due in
annual installments of $205,000 on October 1, 2023 to $1,165,000 due at October 1,
2042; interest at 4.00% to 5.00%; 4.125% term bonds in the amount of $3,785,000 due
October 1, 2045; 4.125% term bonds in the amount of $4,280,000 due October 1, 2048;
4.125% term bonds in the amount of $3,155,000 due October 1, 2050; and 4.125% term
bonds in the amount of $3,420,000 due October 1, 2052.
$3,480,000
30,000,000
Total revenue bonds for governmental activities 33,480,000
$69,270,000 Water and Sewer Revenue Refunding Bonds, Series 2017; issued to
refund and redeem the outstanding principal of the City's Water and Sewer Revenue
Bonds, Series 2009A, maturing on and after December 1, 2020; term bonds due in
annual installments of $730,000 on December 1, 2022, to $9,265,000 on December 1,
2039; interest at 3.50% to 5.00%.
$29,080,000 Water and Sewer Revenue Refunding Bond, Series 2017B; a direct
placement bank loan issued to refund and redeem the outstanding principal of the City's
Water and Sewer Revenue Refunding Bonds, Series 2011, maturing on and after
December 1, 2022; term bonds due in annual installments of $2,285,000 on December
1, 2022, to $2,895,000 on December 1, 2032; interest at 2.40%.
$20,430,000 Water and Sewer Revenue Refunding Bonds, Series 2020: issued to
refund and redeem the outstanding principal of the City's Water and Sewer Revenue
Refunding Bond, Series 2014, a direct placement bank loan, maturing on and after
December 1, 2020; serial bonds due in annual installments of $1,295,000 on December
1, 2022, to $2,060,000 on December 1, 2032; interest at 5.00%.
$7,365,000 Gas System Revenue Refunding Bond, Series 2013; a direct placement
bank loan issued to current refund the City's callable Gas System Revenue Refunding
Bonds, Series 2004, maturing after September 1, 2013; term bonds due in annual
installments of $435,000 on September 1, 2023, to $1,520,000 on September 1, 2026;
interest at 2.41%.
$5,405,000 Gas System Revenue Refunding Bond, Series 2014; a direct placement
bank loan issued to current refund the City's callable Gas System Revenue Refunding
Bonds, Series 2005, maturing after September 1, 2014; term bonds due in annual
installments of $300,000 on September 1, 2023, to $2,040,000 on September 1, 2027;
interest at 2.67%.
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67,900,000
28,375,000
18,215,000
3,880,000
3,285,000
$19,365,000 Stormwater System Revenue Refunding Bonds, Series 2012, issued to
pay and redeem all of the Stormwater Revenue Bonds, Series 2002, currently
outstanding; serial bonds due in annual installments of $890,000 on November 1, 2022,
to $1,350,000 on November 1, 2032, interest at 3.00% to 5.00%.
12,245,000
Total revenue bonds and direct placement bank loans for business -type activities 133,900,000
Total revenue bonds and direct placement bank loans outstanding 9/30/2022 $167,380,000
4