HomeMy WebLinkAboutFY23-24 Public Finance Bond Underwriting, BofA Securities, Inc.County of Hawaii
Response to Notice to Providers of Professional Services (FIRS 103D-304)
Public Finance Bond Underwriting (FY 2023-2024)
June 30, 2023
BofA Securities, Inc.
333 S. Hope Street, Suite 3820
Los AnEeles. CA 90071
BofA SECURITIES
June 30, 2023
Ms. Deanna Sako
Director of Finance
County of Hawaii
25 Aupuni Street
Hilo, Hawaii 96720
Dear Ms. Sako:
BofA Securities, Inc. (BofA Securities or BofA) is pleased to submit our response to the County of Hawaii's (the "County")
Notice to Providers of Professional Services (HRS 103D-304) for Public Finance Bond Underwriting (FY2023 2024). As
discussed herein, we believe there are many factors that d stinguish BofA from our competitors, but specific consideration
should be given to the following important areas:
■ Municipal Market Leadership - BofA has ranked as the #1 underwriter of municipal securities nationally since 2020
with 1,395 senior managed transactions for over $189.6 billion in par amount. Our success in this market .s made
possible in large part by the strength of our distribution system - both retail and institutional - as well as our ability and
willingness to use capital to support our clients' offerings in both the primary and secondary markets with over $242.6
billion of total capital and over $12.5 billion of excess net capital as of March 31, 2023. Importantly, BofA also has been
the "Number One" underwriter in Hawaii since 2020, having senior managed 37 financings for over $5.7 billion.
■ Experience in Hawaii • Over the past 30 years, our finance team has managed more transactions in Hawah than any
other. We thoroughly understand Hawaii G.O. financing structures and the chaVenges presented by State law.
Importantly, our team has worked with virtually every municipality within Hawaii, including the County, State of Hawaii
and its various DOTS, City and County of Honolulu, Honolulu Department of Environmental Services, Honolulu Board of
Water Supply, County of Kauai, County of Maui, University of Hawaii, and the Department of Hawaiian Home Lands.
■ Commitment to the County of Hawaii - BofA and our proposed banking team are committed to the County, having
served as senior manager for the County's $50 million G.O. bonds in 2008, $60 million G.O. bonds In 2010, $99 million
G.O. financing in 2013, $235 million G.O. bonds in 2016, $139 million G.O. bonds in 2017, $77.1 million G.O. bonds in
2020, and most recently $99 million G.O. bonds earlier this month.
• Investor Distribution - BofA's distribution network provides access to a broad range of institutional and retail investors,
both nationally and in Hawaii. BofA maintains a significant presence across the State with 59 registered Merrill financial
advisors in 3 retail offices strategically located throughout Hawaii, including Hilo and Kailua-Kona.
We would like to thank you for providing BofA with the opportunity to submit our qualifications. We greatly value our long-
standing relationship with the County, and hope to have the opportunity to work with the County again in the near future.
Please feel free to contact us with any questions.
Sincerely,
Frank X. Lauterbur, Managing Director
(213) 345-9575
frank.lauterbur@bofa.com
Craig Dussinger, Director
(213)345-9579
craig.dussinger@ bofa.com
Effective May 13, 2019, BofA Securities, Inc. s the new legal entity for all institutional business previously provided by Merrill Lynch, Pierce, Fenner & Smith Incorporated
("Merr II"), while the retail brokerage system of Bank of America Corporation ('BAC") continues to operate under Merrill BofA Securities, nc. and Merrill, which are affiliates
w thin BAC, have entered into an exclusive retail distribution arrangement under which BofA Securities, Inc may ( ) d str Bute municipal securities to Merrill. which in turn may
distribute those securities to retail investors through the reta I brokerage network of Merrill, and (ii) compensate Merrill for any bonds it sell%
"Bank of America" and "BofA Securities" are the marketing names used by the G obal Banking and Global Markets divisions of Bank of America Corporation, Lending, other
commercial banking actnriCes, and trading in certain financ at instruments are performed globally by banking affiliates of Bankof America Corporation, including Bank of America,
N.A., Member FDIC. Trading in securities and financial instruments, strategic advisory, and other investment banking activ ties, are performed globally by investment banking
affiliates of Bank of America Corporation, including, in the United States, BofA Securit es, Inc and Merr II Lynch Professional Clearing Corp., both of which are registered broker
dealers and Members of SIPC, and, in other jurisdictions, by locally registered entities. BofA Securities, Inc. and Merr II Lynch Professional Clearing Corp are registered as futures
commission merchants with the CFTC and are members of the NfA. References to BofA Securities, Inc herein refer to the inst,tutional business of Merrill Lynch, Pierce, Fenner
& Smith Incorporated prior to May 13, 2019, and as of that date to BofA Securities, Inc
Table of Contents
Question Pap
1. Firm Name and Office Locations......................................................................................... ... .I
2. Firm Age and Average Number of Employees..............................................................................3
3. Finance Tearr1.................................................... ........................................................ . ............3
4. Client References .................................................... . .............................................._.. ............7
5. Additional Information ...................................... .....................................................................8
WE ARE NOT YOUR MUNICIPAL ADVISOR OR FIDUCIARY. BofA Securities, Inc. ("BofA Securities") is providing the
information contained herein for discussion purposes only either as an underwriter or in anticipation of being engaged to
serve as an underwriter_ BofA Securities is not acting as your "municipal advisor" within the meaning of Section 15B of the
Securities Exchange Act of 11334, as amended (the "Act"), and does not owe a fiduciary duty to you pursuant to the Act with
respect to the information and material contained in this communication. BofA Securities is either serving as an underwriter
or is seeking to serve as an underwriter on a future transaction and not as a financial advisor or municipal advisor. An
underwriter's primary role is to purchase securities with a view to distribution in an arms -length commercial transaction
with you and it has financial and other interests that differ from those of yours. BofA Securities is acting for its own interests.
You should discuss any information and material contained in this communication with any and all of your own internal or
external municipal and/or financial, legal, accounting, tax and other advisors and experts, as applicable, to the extent you
deem appropriate before acting on this information or material.
Confidential Notice to Recipient
"Bank of America" and "BofA Securities" are the marketing names used by the Global Banking and Global Markets divisions of Bank of America
Corporation. Lending, other commercial banking activities, and trading in certain financial instruments are performed globally by banking
affiliates of Bank of America Corporation, including Bank of America, N.A., Member FDIC. Equal Housing Lender. Trading in securities and
financial instruments, and strategic advisory, and other investment banking activities, are performed globally by investment banking affiliates
of Bank of America Corporation ("Investment Banking Affiliates"), including, in the United States, BofA Securities, Inc. and Merrill Lynch
Professional Clearing Corp., both of which are registered broker -dealers and Members of SIPC, and, in other jurisdictions, by locally registered
entities.
BofA Securities, Inc. and Merrill Lynch Professional Clearing Corp. are registered as futures commission merchants with the CFTC and are
members of the NFA.
Investment products offered by Investment Banking Affiliates:
Are Not FDIC Insured' May Lose Value • Are Not Bank Guaranteed.
These materials have been prepared by one or more subsidiaries of Bank of America Corporation for the client or potential client to whom
such materials are directly addressed and delivered (the "Company") in connection with an actual or potential mandate or engagement and
may not be used or relied upon for any purpose other than as specifically contemplated by a written agreement with us. These materials are
based on information provided by or on behalf of the Company and/or other potential transaction participants, from public sources or
otherwise reviewed by us. We assume no responsibility for independent investigation or verification of such information (including, without
limitation, data from third party suppliers) and have relied on such information being complete and accurate in all material respects. To the
extent such information includes estimates and forecasts of future financial performance prepared by or reviewed with the managements of
the Company and/or other potential transaction participants or obtained from public sources, we have assumed that such estimates and
forecasts have been reasonably prepared on bases reflecting the best currently available estimates and judgments of such managements (or,
with respect to estimates and forecasts obtained from public sources, represent reasonable estimates). No representation or warranty,
express or implied, is made as to the accuracy or completeness of such information and nothing contained herein is, or shall be reified upon
as, a representation, whether as to the past, the present or the future. These materials were designed for use by specific persons familiar
with the business and affairs of the Company and are being furnished and should be considered only in connection with other information,
oral or written, being provided by us in connection herew;th. These materials are not intended to provide the sole basis for evaluating, and
should not be considered a recommendation with respect to, any transaction or other matter. These materials do not constitute an offer or
solicitation to sell or purchase any securities and are not a commitment by Bank of America Corporation or any of its affiliates to provide or
arrange any financing for any transaction or to purchase any security in connection therewith. These materials are for discussion purposes
only and are subject to our review and assessment from a legal, compliance, accounting polity and risk perspective, as appropriate, following
our discussion with the Company. We assume no obligation to update or otherwise revise these materials. These materials have not been
prepared with a view toward public disclosure under applicable securities laws or otherwise, are intended for the benefit and use of the
Company, and may not be reproduced, disseminated, quoted or referred to, in whole or in part, without our prior written consent. These
materials may not reflect information known to other professionals in other business areas of Bank of America Corporation and its affiliates.
Bank of America Corporation and its affiliates (collectively, the "BAC Group") comprise a full service securities firm and commercial bank
engaged in securities, commodities and derivatives trading, foreign exchange and other brokerage activities, and principal investing as well
as providing investment, corporate and private banking, asset and investment management, financing and strategic advisory services and
other commercial services and products to a wide range of corporations, governments and individuals, domestically and offshore, from which
conflicting interests or duties, or a perception thereof, may arise. In the ordinary course of these activities, parts of the SAC Group at any
time may invest on a principal basis or manage funds that invest, make or hold long or short positions, finance positions or trade or otherwise
effect transactions, for their own accounts or the accounts of customers, in debt, equity or other securities or financial instruments (including
derivatives, bank loans or other obligations) of the Company, potential counterparties or any other company that may be involved in a
transaction. Products and services that may be referenced in the accompanying materials may be provided through one or more affiliates of
Bank of America Corporation. We have adopted policies and guidelines designed to preserve the independence of our research analysts.
These policies prohibit employees from offering research coverage, a favorable research rating or a specific price target or offering to change
a research rating or price target as consideration for or an inducement to obtain business or other compensation. We are required to obtain,
verify and record certain information that identifies the Company, which information includes the name and address of the Company and
other information that will allow us to identify the Company in accordance, as applicable, with the USA Patriot Act (Title III of Pub. L. 107-56
(signed into law October 26, 2001)) and such other laws, rules and regulations as applicable within and outside the United States.
We do not provide legal, compliance, tax or accounting advice. If any person uses or refers to any such tax statement in promoting, marketing
or recommending a partnership or other entity, investment plan or arrangement to any taxpayer, then the statement expressed herein is
being delivered to support the promotion or marketing of the transaction or matter addressed and the recipient should seek advice based
on its particular circumstances from an independent tax advisor. Notwithstanding anything that may appear herein or in other materials to
the contrary, the Company shall be permitted to disclose the tax treatment and tax structure of a transaction (including any materials,
opinions or analyses relating to such tax treatment or tax structure, but without disclosure of identifying information or any nonpublic
commercial or financial information (except to the extent any such information relates to the tax structure or tax treatment)) on and after
the earliest to occur of the date of (i) public announcement of discussions relating to such transaction, (ii) public announcement of such
transaction or (iii) execution of a definitive agreement (with or without conditions) to enter into such transaction; provided, however, that if
such transaction is not consummated for any reason, the provisions of this sentence shall cease to apply.
02023 Bank of America Corporation. All rights reserved. 1/2023
Response to Notice to Providers of Professional Services (HRS 103D-304)
1. Firm Name and Office Locations
Description of the Firm -
Bank of America Corporation ("Bank of America" or "BAC") is one of the world's leading financial institutions offering
a full range of banking, investing, asset management and other financial and risk management products and services.
Bank of America is a global leader in wealth management, corporate and investment banking and trading across a
broad range of asset classes — serving individuals, small and middle market businesses, large corporations and
institutions (including our municipal clients) around the world.
BofA Securities is the brand name for the institutional businesses conducted through the broker -dealer BofA
Securities, Inc. ("BofA Securities" or "BofA"). BAC's retail brokerage system operates under Merrill Lynch, Pierce,
Fenner & Smith, Incorporated ("Merrill") and BAC's commercial banking services are provided by our affiliate, Bank
of America, N.A. ("BANA"). As of May 2019, BofA is the successor entity for the institutional business of Merrill,
which was incorporated in Delaware in 1958 and was a municipal broker -dealer for approximately 60 years. Any
historical information provided in our response that predates May 2019 relates to Merrill as the predecessor entity.
BofA Securities and Merrill, which are affiliated indirect subsidiaries of BAC, have entered into an exclusive retail
distribution arrangement that enables Merrill to distribute certain new issue municipal securities underwritten by
or allocated to BofA and BofA will share with Merrill a portion of the fee or commission paid to BofA. Merrill
continues to operate our storied retail brokerage system, while BofA is the broker -dealer of record for municipal
banking and underwriting services. On the commercial banking side, BANA has long been an active lender to
municipalities, including financing the Golden Gate Bridge in the 1930s in the midst of the economic depression.
Merrill's wealth management businesses, with over 18,000 wealth advisors, provide tailored solutions to meet our
retail clients' needs through a full set of financial advisory services including investment management, banking, trust
and retirement products via two primary businesses: Merrill and Bank of America Private Bank,
Credit Ratings.
In the table below we provide the ratings of Bank of America Corporation as well as Bank of America, N.A., the legal
counterparty for all credit products (letters of credit and liquidity facilities) and swap transactions entered into by
our firm. BofA Securities, Inc. ("BofA"), the broker dealer through which we execute municipal underwritings,
currently carries the same ratings as Bank of America, N.A. (but is not rated by Moody's).
CURRENT CREDIT RATINGS
Bank of America Corporation — Bank of America, N.A. _
MOWS S&P Fitch Momys S&P Fitch
Long -Term Al A- AA- Aal A+ AA
Short -Term P-1 A-2 F1+ P-1 A-1 F1+
Outlook Stable Stable Stable Stable
Note. Ratings as of 51103.
Municipal Banking and Markets.
Stable Stable
BofA Securities' Municipal Banking and Markets group ("MBAM") is a fully integrated division that includes public
finance investment banking, sales, trading, underwriting, and municipal credit products provided through BofA, as
well as commercial bank credit products and public sector commercial banking services offered through Bank of
America, N.A. ('BANA"). This single, coordinated business unit provides our municipal clients with a central platform
for their capital raising, credit and treasury needs. With all municipal business lines reporting to the same leadership,
our public finance banking team is able to provide the County with broad access to market information, facilitate
quick responses to changing market conditions, and assist the County in achieving its financing objectives in the
context of current investor demand. This consolidated business model has led to our #1 ranking as underwriter of
municipal bonds in each of the last thirteen years, most recently In 2022.
Investment banking coverage will be coordinated and led from BofXs Los Angeles office, supplemented with
additional banking, underwriting, sales and trading professionals in our San Francisco, New York and Honolulu
offices. The addresses for these offices are provided below. Please note that our team's detailed contact
information, including email addresses, are provided in our response to Question 3.
O OFFICE HONOLULU
333 S. Hope St., Ste. 3820 One Bryant Park,12th Floor 555 California St., Ste. 1160 1003 Bishop St. Pauahi Tower
Los Angeles, CA 90071 New York, NY 10036 San Francisco, CA 94104 Honolulu, HI 96813
8 Page 1
BofA SECURITIES'1�/
Bank of America has an expansive global footprint, serving clients through operations in over 40 countries. Of
relevance to the County, a complete list of our 2,400+ nationwide Merrill Lynch offices can be accessed via the
following link: https://www,fa.mi.com/find-an-advisor/#byoffice?modal=findbranch.
Our Bank presence in the United States also includes approximately 1,000 retail banking offices and over 16,000
ATMs and can be accessed by the following link: https:Z/Iocators.bankofamerica.com/.
Through our Bank of America, N.A. affiliate, the legal counterparty for the majority of our credit products and all
swap transactions entered into by BofA, we are a leading credit/liquidity provider. In addition, and depending upon
structure, at times we utilize other Bank of America Corporation affiliates to book credit products; these affiliates
include Banc of America Preferred Lending Corporation and Banc of America Specialized Lending Corporation. Our
credit team has an extensive track record of providing flexible and cost-effective on -balance sheet credit for
government agencies, including liquidity facilities, letters of credit, direct purchases, loans, leases, and a multitude
of other credit related products and services. Examples applicable to the County include:
■ Provide flexible interim/CP-like solutions without enhancement/remarketing costs
■ Privately place moderately sized tax-exempt, AMT and taxable transactions with low cost of issuance
■ Taxable advance refundings and tax-exempt forward refundings well in advance of first call dates/non-callable
debt
In addition to the Bank's long-standing leading role in the provision of traditional credit products, we have developed
a number of innovative on -balance sheet products that can be alternatives or supplements to traditional variable
rate/commercial paper programs and their related bank facilities, including direct purchase index floaters, revolving
credit facilities, and private placement options.
The Bank is also very active in the energy and equipment leasing space through Bank of America Public Capital Corp
("BAPCC"), a wholly -owned subsidiary of Bank of America N.A. We have purchased five such leases on behalf of the
State in recent years.
Hawaii Presence
BofA's resource and economic commitment to Hawaii extends back to the 1960's, when the Firm opened its first
Hawaii office in downtown Honolulu. Today, Merrill employs 96 Hawaii residents, including 59 retail financial
advisors and three institutional advisors across our Honolulu, Hilo and Kailua-Kona offices:
Location 1003 Bishop Street 1437 Kilauea Ave 78-6831 Alii Dr 9 7A
Honolulu, Hawaii 96813 Hilo, Hawaii 96720 Kailua Kona, Hawaii 96740
Employees 83 7 6
ML Financial Advisors 52 4 3
Office Opened 1969 1974 1988
The Bank, its subsidiaries and its local employees have been active supporters of charities, charitable events and
non-profit organizations in Hawaii. Since 2017, this local support has included:
• 3,100 volunteer hours in local communities
• $186,000 donated by local employees to local charitable organizations (plus $172,000 matched by the firm)
. $259 million in loans to commercial businesses in Hawaii
• $239 million of home loans to Hawaii customers
. $42 million in credit to small businesses in Hawaii
Local charities supported by BofA and our employees include:
Adult friends For Youth
Equine ON Horse Rescue Family
After -School All -Stan Hawaii
Programs Hawaii
Ahahul Malama I Ke Lokahi
Friendship Homes And Schools
American Diabetes Association
Hawaii Community Foundation
Big Brothers Big Sisters Hawaii Inc
Hawaii Symphony Orchestra Inc
Boy Scouts of America Aloha Council
Hawaiian Humane Society
Boys And Girls dub Of Hawaii
Hawaiian Mission Children's Society
Brigham Young Unhverslty-Hawall
Hawaiian Music And Dance Found
The Caregiver Foundation
Honolulu Museum of Art
Chaminade University Of Honolulu
Leukemia & Lymphoma Society Inc
Conservation Council For Hawaii
Make A Wish Hawaii Inc
Diamond Head Theatre
Maul Food Bank Inc
Maui Memorial Medical Ctr Found Inc
Mohala Pus School
Padflc Whale Foundation
Peaches Kokua Hui
The Queen's Health Systems
Saint Louis School
Shriners Hospitals For Children
Special Olympia Hawaii Inc
Surfrider Spirit Sessions
Tri4sle Resource tons A Devel Council
University of Hawaii Foundation
Waikiki Health Center
8 Paget BofA SECURITIES ��'{'
In addition, Bank of America recently announced that the Hawaii State Archives will be the recipient of a Bank of
America Art Conservation Grant to conserve three royal portraits in the Archive's collection (including the famous
William Cogswell portrait created in 1892 depicting Queen Liliuokalani).
2. Firm Age and Average Number of Employees
Firm Age
The heritage of Bank of America and its legacy institutions can be traced back nearly as far as our nation's founding.
For over 100 years, Bank of America has helped create opportunity and fuel economic growth by investing in the
people, neighborhoods, institutions, and industries that have built and advanced America. As mentioned previously,
our Municipal Banking and Markets Group operates under the broker -dealer BofA. BofA is the successor entity for
the institutional business of Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill") which was incorporated
in Delaware in 1958 and was a municipal broker -dealer for approximately 60 years. Merrill continues to operate our
storied retail brokerage system, while BofA is the broker -dealer of record for municipal banking and underwriting
services. On the commercial banking side, BANA has long been an active lender to municipalities, including financing
the Golden Gate Bridge in the 1930s in the midst of economic depression.
Number of Employees.
With approximately 217,000 employees worldwide (as of 2022), the Bank ranks as one of the largest securities firms
in the world. Our activities include domestic and international investment banking, project financing, derivative
structuring, institutional marketing, economic forecasting, leasing, money markets, and sales and trading of
corporate, U.S. government, and municipal securities. BAC's historical headcount figures over the past five years are
presented in the following table.
BANK OF AMERICA EMPLOYtES
As of December 412018 2019 2020 2021 2022 A . M22)
Total Employees 204,489 208,000 212,000 208,000 217,000 209,898
3. Finance Team
Bolds proposed finance team is summarized in the graphic below. The core finance team will participate in all
financings proposed by the County while specialty bankers will contribute on an "as needed" basis. Please note, our
core banking personnel maintain all required and applicable licenses and registration to conduct securities related
business in Hawaii and nationally. Also, provided on the following page, is BofXs deep bench of specialty banking,
underwriting, trading and marketing professionals, as well as our in-house credit team.
Frank Lauterbur
Craig Dussinger
Brad Gewehr
Managing Director (LA)
Primary Contact & Lead Banker
(37 years experience)
Director (LA)
Co -Lead Banker
(18 years experience)
Senior Vice President (NY)
Lead Credit Specialist
(40 years experience)
Holly Vocal
Kirubiel Ayele Katy Liu
Justin Kaneko
Managing Director (SF)
Vice President (LA) Vice President (LA)
Associate (LA)
Senior Banker Quantitative
and Execution Banker Quantitative and Execution Banker Support Banker
(28 years experience)
18 years experience) (7 years experience)
(3 years experience)
Underwriting
Brendan Troy
Dave Andersen
Patrick Thomas
Managing Director (NY)
Managing Director (NY)
Vice President (NY)
Lead Fixed Rate Underwriter
Secondary Fixed Rate Underwriter
Lead Variable Rate Underwriter
(22 years experience)
(40 years experience)
(11 years experience)
Retail Marketing & Trading
Grace Gaoaen
Jeff Harris
Chris Rohstedt
Director (SF)
Director (LA)
Vice President (SF)
HI Retail Marketing
HI Trading Specialist
Trading Strategies
(38 years experience)
(29 years experience)
(18 years experience)
The proposed BofA finance team offers the County many years of experience working with Hawaii municipalities. In
act or nearly three decades, our finance team has managed more transactions in Hawaii than any other. Frank
8 Page BofA SECURITIES 11�/
Lauterbur, Managing Director, has over 37 years of experience in public finance and has been covering Hawaii issuers
for his entire career. Mr. Lauterbur will serve as the County's lead banker and primary contact. He is Co -Head of our
Western Region group and a member of the Public Finance Group's banking management committee. Mr. Lauterbur
will be directly available throughout all aspects of the transaction from kick-off to closing, including conference calls,
rating agency presentations, and investor meetings. Craig Dussinger, Director, will serve as co -lead banker and lead
the execution efforts for the County. Mr. Dussinger has spent his entire career working in Hawaii, and will continue
to make the County his top priority. Mr. Dussinger has recent experience senior managing sizable G.O. financings for
the County of Hawaii, City and County of Honolulu and the State of Hawaii. Brad Gewehr, Senior Vice President, will
assist in any credit analysis and rating agency strategy for the County. Mr. Gewehr was a former Managing Director
at Moody's, and he will be available to assist the County with rating presentations and credit strategy. Mr. Gewehr
also is our national pension and OPEB specialist. Holly Vocal, Managing Director, will provide senior banking and
execution support. Ms. Vocal has experience working with the County. Kirubiel Ayele and Katy Liu, both Vice
Presidents, will provide day-to-day transaction execution and quantitative support. Additionally, Justin Kaneko,
associate, will provide further banking support. Mr. Kaneko was born and raised in Hawaii on the island of Oahu.
Brendan Troy, Managing Director, will serve as lead municipal underwriter, managing the pricing and underwriting
of the County's fixed rate bonds. Mr. Troy was the lead underwriter for the County's 2008, 2010, 2013, 2016, 2017,
2020, and 2023 G.O. financings. Dave Andersen, Managing Director, will provide additional fixed rate underwriting
support. Patrick Thomas, Vice President, manages BofA's remarketing book and will serve as the lead underwriter
for any short-term variable rate transactions Grace Gaoaen, Director, will provide overall retail marketing guidance
from our San Francisco trading desk. Jeff Harris, Director, will provide retail marketing and trading guidance from
our Los Angeles municipal markets desk. Chris Rohstedt, Vice President, will provide additional guidance on trading
strategies.
Resumes for these professionals are provided below.
Frank Lauterbur
�ImrallyT b-t-A Ca hraq of 4w�.,n Y�.g,nn
Ea.rt+ron. oa o+rtmwmro,zRr
91NiA. Xres >, SS a,a 61
w+a, ar6nrnM
WA SECURITIES "
Craig Dussinger
Daruor
1 }: i J3i.9 N
.28.Iuri.MlerADa.a cam.
i Juc+r on. 91 - Ilarthrr,la.n Un-wv[.
ilN+w� Yirtc T SS •,O eI
tanaRcK��reu
WA SECURITIES -
Role: Primary Contact and Lead Banker - Responsible for providing day-to-day banking
coverage and resource management for the State
Number and Amount of finoncings: Senior managed 216 Hawaii financings for over $43.9
billion.
Related Experience: Mr. Lauterbur has over 37 years of experience working with western
region municipalities and especially Hawail c'ients. He serves as Co -Head of Western Region
Public Finance for BofA. His extensive Hawaii experience includes senior managed
transactions for the County in 2008, 2010, 2D13, 2D16, 2017, 2020, and 2023, State of
Hawaii (G.O., COPs and MCBs), including the State's General Obligation Bonds of 2009,
2011, 2012, 2013, 2014, 2015, 2016, 2017, 2018. 2019, 2020, 2021 and 2022 (co -senior),
Harbors Division, Airports Division, Highways Division, University of Hawa i, Department of
Hawaiian Home Lands, Hawai Housing finance and Development Corporat;on, Hawaii
Community Development Authority, Mid -Pacific Inst tute, Chaminade Jniversity. City and i
County of Honolulu, Honolulu Board of Water Supply, County of Kauai, and County of Maui.
For these clients and others, he has executed a wide spectrum of structures and credits
including G.O.s, COPs/lease revenue bonds, pension obligation bonds, transportat on
(airports, ports and h ghways), water and sewer and special assessment bonds. He also has
served as a lead banker for the states of California, New Mexico and Arizona, the
Government of Guam and the Counties of Los Anigeles and San Diego.
Role: Co -Lead Banker-• Responsible for leading day-to-day execution of all financings -
Number and Amount of Financings: 108 transactions for Hawaii clients with a total par
amount over $32.4 billion.
Related Experience: Mr- Dussinger has 18 ears of experience in municipal finance, including
12 years at BofA. Mr. Duss. nger will lead the day-to-day deal execution for the County. His
Hawa i experience includes financings for the County in 2008, 2010, 2013, 2016, 2017, 2020,
and 2023, State of Hawai-, including the State's General Obligation Bonds of 2009, 2011,
2012, 2013, 2014, 2015, 2016, 2017, 2018, 2019, 2020, 2021 and 2022 (co -senior), Airports
D-vision, Harbors Division, University of Hawaii, Department of Hawaiian Home Lands, Mid -
Pacific Institute, Chaminade University, City and County of Honolulu, Honolulu Board of
Water Supply, County of Kauai and County of Maui. Mr. Oussinger also covers h gh prof le
clients such as the Ports of Los Angeles and Long Beach, the State of New Mexico, the New
Mexico DOT and the Colorado DOT. Mr. Dussinger is also closely involved w;th the financial
mode' ing for the Honolulu High Capacity Transit Corridor Project (Rail System). He assisted
with the original model that was submitted and approved by the FTA.
Page BofA SECURITIES ��`
Brad Gewehr
senor V—Pr weit
r 646 MIMI.
"N'er it —I !1W i.fun
Ed.—} RA -"m MJn. -%
hrRA
rtiaA. Sa rr %.53,a63
RofA SECURITIES
Holly Vocal
T 4ls913.2337
Ed —it-: RA-UnMer 1"r bForA .&trle4,
FNRA: Serb 3, 53 .,d 53
11 . 61 Rgi$e d
WA SECURITIES 'y$'
Kirubiel Ayele
V ire Prrsdent
3I-I.W.9M
, oce+sx+,Axr.<c�
Ed u.w. RA-Vnn«s,.d,w,tn.r.
uirono
Re1A SEC URITIFS 'y'Y
FAty Liu
V.tt Pre,ident
3AA!
rrt..MPlWaaan
I %.ut.an RA-U*•«Fh Ol,anurru, Wy Mgee,
N.... 4.rat4ea
•ard. SECURITIES
Justin Kaneko
asw-aie
1 21 3 FA59S97
Elwu•m RS r.e .Ua.en.a
t d:4A S«e, % 52 —63
F+xs+ Rtrt treed
RorA SECURITIES
Rate: Lead Credit Specialist — Responsible for assistance with credit analysis, rating
presentations and investor relations.
Number and Amount of Financinas: Over 440 senior managed financings for over $110
billion.
Related Experience- Mr. Gewehr joined BofA's Municipal Products Group to provide
municipal credit expertise to our West Coast clients. Prior to joining BofA, he was with UBS
where he was the head of their municipal credit strategies group and worked closely with
Mr. Lauterbur in Hawaii for over 19 years. He has assisted numerous municipal water utility
clients and general fund (G O and lease revenue) issuers on cred t analyses and strategies.
Additionally, Mr. Gewehr spent many years at Moody's as a Managing Director where he
supery sed a staff of analysts respons ble for assigning and maintaining ratings on municipal
tax -backed, utility revenue, and lease credits in 26 states.
Role: Senior Banker
Number and Amount of Financin s: 7 senior managed Hawaii financings for over $1.3
billion.
Related Experience. Ms. Vocal joined BofA in January 2019, after working for 5 years at
Stifel. With over 16 years of experience in the industry, Ms. Vocal has worked on senior
managed transactions for mun cipalities across the West Coast. Her experience includes
fixed and variable rate transact ons, as well as different types of debt financings such as
general obligation bonds, revenue bonds, and lease revenue/COPS. Her Hawaii experience
includes serving as protect banker on County of Hawaii 2016 and 2017 GO Bonds (at her
prior firm) and lead banker the 2017 Hawaii Department of Hawa ian Homelands $46
million COPS and Revenue Bonds (at her prior firm). Most recently, Ms. Vocal served as
senior banker on the 2023 CountV of Hawaii and 2021 County of Kauai financings.
Role: Analytical and Quantitative Analysis — Responsible for providing additional
transaction support.
Number and Amount of Financings : 24 senior managed Hawaii financings for over $10.9
billion.
Related Experience: Mr. Ayele joined BofA full time in 2015. Since joining our team, Mr.
Ayele has worked in various band Issues for states across the western reg.on including the
State's General Obligation Bonds of 2015, 2016, 2017, 2018, 2019 2020, 2021, and 2022
(Co -Senior) as well as financings for Harbors Division, Airports Div sion, University of Hawaii,
County of Kaua; and County of Hawaii. He also provided execution support for the City and
County of Honolulu's most recent G.O. and Wastewater Revenue Bond financings as well as
the Honolulu Board of Water Supply's 2020 Bond financing. Prior to joining BofA, he worked
in the investment services industry at Northwestern Mutual specializing in deal execution
and asset management.
Rafe.- Analytical and Quantitative Analysis — Responsible for providing additional
transaction support.
Number and Amount of Financinas: 18 senior managed Hawaii financings for over $7.2
billion
Related Experience: Ms. Liu jo ned BofA's Western Region group in the summer of 2016.
Ms. Liu's public finance experience includes recent transactions for the State's 2017, 2018
and 2019 General Obligation Band financings. She also provided execution support for the
City and County of Honolulu's most recent G.Q. and Wastewater Revenue Bond financings
as well as the Honolulu Board of Water Supply's 2023 Bond financing. In addition, her west
coast experience includes transact ons for the Bay Area Toll Authority, Bay Area Rapid
Transit District, the Department of Water and Power of the City and County of Los Angeles,
among other West Coast financings.
Role: Support Banker— Responsible for providing additional transaction support.
Number and Amount of Financings: 18 senior managed Hawaii financings for over $6.0
billion
Related, Experience: Mr. Kaneko, who was born and raised in Hawaii, joined BofA's Western
Region group in the September of 2020 after being an intern in 2019. Since joining, Mr.
Kaneko's public finance experience includes financings for the State of Hawaii (G.O.,
Airports, Harbors, and Highways), University of Hawaii, City and County of Honolulu (G.O.
and Wastewater), County of Hawaii, County of Kauai, Honolulu Board of Water Supply, Bay
Area Toll Authority, Guam Power Authority, County of Los Angeles, Orange County
Transportation Authority, City of Manhattan Beach, City of Modesto, and Cucamonga Valley
Water District.
9--
Page BofA SECURITIES 111/
Role: Lead Fixed Rate Underwriter— Responsible for fixed rate issue pricing, underwriting
Brendan Troy
k,a, nmG a,tt„3,
and syndicate management for the County
37:7.:H 5041
Number and Amount of Financings: Over 1,500 senior managed national financings for over
a..,a..l
EduaPdn. ea-7, 0:1W n N
$300 billion, 93 senior managed Hawaii financings for over $23.5 billion.
+aA-wwrcnun+e,Yl,
Related Experience: Mr. Troy has over 22 years of experience in both the underwriting of
1 INRA.1-17,53.,d 0
f xed rate and variable rate securities at BofA His recent experience for the State of Hawaii
Fa.JJ ayafeJA
RofA sECURITIES '�
includes the State's General Obligation Bonds of 2011, 2012, 2013, 2014, 2015, 2016, 2017,
2018, 2019, 2020, and 2021, Airports Division's 2017 and 2D19 CFC Bonds, Harbors
Division's 2010 and 2020 Harbor System Revenue Bonds, the State's $32.0 million Qualified
School Construction Bond issue Series OS of 2009, $293.68 million Series DT-DW refunding
bonds of 2009 and $41.12 million Series 2009A COPS. Also recently, Mr. Troy senior
managed the City and County of Honolulu's Series 2022 General Obligation Bond and 2022
Wastewater Bond issues, as well as the County of Hawaii's 2012, 2016, 2017, 2020, and
2023 General Obligation bond issues. Mr. Troy's clients throughout the west also include
the State of California, State of New Mexico, State of Washington, Government of Guam,
Los Angeles County and San Diego County Regional Airport Authority.
Role: Manager of National Sales, Trading and Underwriting — Responsible for overall
Dave Anderson
4a-grog olreccur
management of national marketing, pricing and underwriting of the County's bonds.
371:.+H.Al3
Number and Amount of Financings : Over t,000senior managed national financingsfor over
A.,e.J
FAvcJ+,d.. aA - Y... •c1 xw.r+l,
I $350 b: I: ion, 46 senior managed Hawai' financings for over $6.6 bill ion.
Related Experience: Mr. Andersen has been the lead underwriter for over $6 billion of
r,r,RA. s.r.,a l.s3„db3
Hawaii bond issues. He specializes in general obligation, housing, healthcare, and
FJwJ. Reg rteed
eofA S E CUR I II E S" '
transportation financings. Mr. Andersen's Hawaii clients include the State of Hawaii,
University of Hawaii, City and County of Honolulu, State of Hawaii, Hawaii Department of
Transportation, Hawaii Housing and Community Development Corporation, County of
Kaua , and County of Maui. Mr. Andersen has over 39 years of experience in the sales,
trading, and underwriting of competitive and negotiated issues at BofA. —
Role: Lead Municipal Money Markets Underwriter
Patrick Thomas
V, President
Number and Amount of Financinas: Over 50 senior managed national financings for over
I ::rJJ7 ssJ•
$10 bil lion.
;Ayp;en, a5-�„:eas+ateat,,a�J,aCen,
Related Experience Mr. Thomas is responsible for our Municipal Money Markets desk. Prior
R+3:.-•r��.n.=.aa+ard,
to joining the short-term underwriting desk, Mr. Thomas was in long-term sa es and
rr.aA 5-7,52J,d63
municipal marketing, covering financial advisors. Mr. Thomas has over a decade of sales
eurA SECURITIES %i
and trad ng experience, with the last six years being at BofA.
Grace Gaoaen
4acnar
1 J:5 a:17I 31
,vue raaJ•nA3q+a con,
eavuva, 9A-S,Irt A•ati ciuYgr al(Jrlvrnu
r.l, qA Serw11J,163
a.al Regnu�sA
Jeff I MMI
Urrecror
W ha 91- min
fdu[rtKw� RS-lru�.n illl�V�.•�!Ar
FPNAA
•,xa, R.g,teeA
Chris Rohstedt
Y¢f fteJ ,A
11;66277. 31
rihaJ 5trr1 )aM 6}
SE C UR IT3E5
SECURITIES
earA SECURITIES '"
Rofe: Retail Marketing Specialist — Responsible for Hawaii retail marketing from our San
Francisco desk.
Number and Amount of Financings: 200+ senior and co managed transactions for over $25
billion.
Related Lx e_rience: Grace has over thirty years of municipa. bond experience with the
following firms: Morgan Stanley & Co., Thomson McK nnon Securities, A. G. Edwards &
Sons, Piper Jaffray & Company and BofA Her experience encompasses the trading,
underwriting and marketing of municipal securities primarily for retail sales. She joined the
Public Finance Group at the BofA Merrill Lynch in October 20D5 where she utilized her
extensive experience working with retail sales to grow that business. In addition to Hawaii,
her territory has expanded to cover the retail salesforce In the states of Oregon and Nevada,
ai i : Hawaii Trading specialist — Responsible for California trading from our Los Angeles
desk.
Number and Amount of Financings: Mr, Harris typically makes up to 1,000+trades per week
for a total of approximately $60 million -
Related Experience. Mr. Harris has 29 years of public finance experience. His extensive
experience ,ncludes areas in trading, marketing, and underwriting. Prior to joining Merrill
Lynch', he managed the west coast regional trading desk for A.G. Edwards. Additionally, Mr.
Harns served as underwriter on over 60 negotiated financings n his 3 years tenure at
Southwest Securit.es.
Role- Trading Strategies Responsible for Western Region trading strategies from our San
Francisco desk.
Number and Amount of Financings: Mr, Rohstedt typical ly makes up to 1,000+ trades per
week for a total of approximately $50 million.
Related Experience: Mr. Rohstedt joined Merril Lynch in 2005 after two years of municipal
financial advisory experience at Publ-c Financial Management, where he provided
quantitative ana ysis in support of debt management and transaction execution. Prior to
joining the retail marketing desk, Mr. Rohstedt worked as a public finance banker and
tom leted transactions for issuers including the State of California, California Department
9 Page BofA SECURITIES -�
of Water Resources, California Public Works Board, Alameda County, San Bernardino
County Transportation Authority, Orange County Transportation Authority, City of
Pasadena, Sacramento Municipal Utility District, Alaska Energy Authority, State of
Delaware, State of Ohio, Virginia Municipal League, Southeastern Pennsylvania
Transportation Authority, and Indiana Finance Authority.
4. Client References
BofA's strength in the municipal market is not only evident in our firm's strong rankings, but also in the strength of
our relationships with our issuer clients. We have provided below the requested references and encourage the
County to contact any or all of these references for first-hand commentary on the ability of BofA to meet the County's
financing needs as well as our banking team's leadership in managing transactions. We are confident that each will
attest to our commitment and the high level of service that we provide on a continual basis.
Client information -r
Relevant Financings and Services
City and County of Honolulu
General Obligation Bonds
Department of Budget & Fiscal Services
Index Floating Rate Bonds
Mr. Andrew T. Kawano / Mr. Michael O'Keefe
Water & Wastewater System Revenue Bonds
Director of Budget and Finance / Deputy Director of Environmental
BABs & RZEDBs
Services
530 South King Street, Room 208
Solid Waste (H-Power)
Honolulu, HI 96813
Private Activity Bonds
Tel: (808) 768-3901 / (808) 768-3475
Tax -Exempt Commercial Paper
E-mail: andy.kawano@honolulu.gov/ mokeefe@honoluiu.gov
Lines of Credit & Treasury Securities Provider
State of Hawaii
General Obligation Bonds
Mr. Rod Becker
Certificates of Participation
Administrator
Qualified School Construction Bonds
250 South Hotel St., Room 302
Airport System Revenue Bonds
Honolulu, Hawaii 96813
Highways System Revenue Bonds
Phone: 808-586-1612
Harbors System Revenue Bonds
E-mail: roderick.k.becker@hawaii.gov
Treasury Securities Provider
Honolulu Board of Water Supply
Mr. Ernest Lau / Mr. Joseph Cooper
Manager & Chief Engineer/ Waterworks Controller
Water System Revenue Bonds
630 Beretania Street
Private Activity Bonds
Honolulu, HI 96843
State Revolving Fund Loans
Tel: 808-748-5061 / (808) 748-5105
E-mail: elau@hbws.or/jcooper@hbws.org
University of Hawaii
Mr. Kalbert Young
University Bonds (Tobacco Settlement
VP for Budget and Finance and CFO
Receipts Pledge)
2444 Dole Street, Bachman 202
University System Revenue Bonds
Honolulu, HI 96822
(Including Cigarette Tax Pledge)
Tel: 808-956-8903
E-mail: kalbert@hawaii.edu
New Mexico Finance Authority
_
Mr. Chip Pierce
Public Project Revolving Fund Revenue Bonds
Chief Financial Strategist
State Transportation Revenue Bonds
207 Shelby Street
Letters and Lines of Credit
Santa Fe, New Mexico 87501
Direct Purchase Floating Rate Notes
Tel: 505-984-1454.
E-mail- (pierce@nmfa.net
9 Pagel BofA SECURITIES ���/
S. Additional information
Commitment to the Hawaii Market
As illustrated in the ranking chart to the right, BofA is the "Number
One" ranked senior manager of Hawaii financings since 2020. As
noted earlier, we believe this record is a testament tothe dedication
of our Hawaii team at both the senior and junior levels.
Since the beginning of 2010, 8ofA has served as senior underwriter
on over $29 billion in financings for Hawaii issuers, including the
recent Hawaii County General Obligation issuance in June of 2023.
Our underwriting desk has consistently supported the County and
other local issuers across the State in both negotiated and
competitive bond sales. In addition to the County, our financing
team has served as senior manager for issuers throughout Hawaii,
including, State of Hawaii, City and County of Honolulu, County of
FN1061: MANAGED HAWAII FINANCING EXPERIENCE
■oA SF[VRI,t s r/
4
glorgdn Sta lE" L� 9i 52,228
C,I, S756
N.11. id,j8F$53
47
Snfrl
source, securities Data Campanr.
Note Rankings reflect true economics. Figures within bars denote number
of issues. Par amaunt In millions.
Kauai, University of Hawaii and Honolulu Water Supply Board. Below we provide detailed deal list for Hawaii
transactions since 2010.
TBD*
Honolulu City & Co -Hawaii
Wastewater System Rev Bonds
TBD*
TE
Senior
TBD*
Honolulu City & Co -Hawaii
General Obligation Bonds
TBD*
TE
Senior
06/06/23
County of Hawaii
General Obligation Bonds
991000"V
TE
Senior
03/08/23
Honolulu Water Supply Board
Water System Revenue Bonds
17,245,000
TE
Senior
10/19/22
Hawaii
General Obligation Bonds
800,ODD,000
TX
Co -Senior
07/19/22
Honolulu City & Co -Hawaii
General Obligation Bonds
97,455,000
TE
Senior
05/11/22
Honolulu City & Co -Hawaii
Wastewater System Rev Bonds
241,355,000
TE
Senior
03/08/22
Honolulu Water Supply Board
Water System Revenue Bonds
135,260,000
TE/TX
Senior
01/20/22
State of Hawaii
A rport System Revenue Bonds
262,315,000
AMT
Co Senior
09/29/21
Hawaii
General Obligation Bonds
1,992,S05,000
TX
Senior
07/21/21
Honolulu City & Co -Hawaii
Genera' Obligation Bonds
742,675,00D
TE/TX
Senior
05/26/21
State of Hawaii
Highway System Revenue Bonds
137,205,000
TE
Co Senior
D3/23/21
Kauai Co -Hawaii
General Obligation Bonds
28,560.000
TE /TX
Senior
03/09/21
Honolulu Water Supply Board
Water System Revenue Bonds
93,535,000
TE/TX
Senior
12/15/20
Honolulu City & Co -Hawaii
Wastewater System Rev Bonds
273,670,000
TE / TX
Senior
11/19/20
State of Hawaii
Harbor System Revenue Bonds
266,550,000
TE / TX
Senior
10/21/20
State of Hawaii
General Obligation Bonds
1,147,555,000
TE / TX
Senior
10/15/20
Hawaii Co-Hawall
General Obligation Bonds
77,135,000
TE / TX
Senior
10/14/20
Univ of Hawaii Board of Regents
University Revenue Bonds
217,165,ODO
TE /TX
Senior
10/07/20
State of Hawaii
Airport System Revenue Bonds
582,490,ODO
TE ! TX
Co -Senior
08/05/20
State of Hawaii
General Obligat on Bonds
995,000,000
TE.-TX
Senior
07/22/20
Honolulu City & Co -Hawaii
General Obligation Bonds
346,335,000
TE r' TX
Senior
03/11/20
Honolulu Water Supply Board
Water System Revenue Bonds
106,635,000
TE / TX
Senior
02/12/20
Honolulu City & Co -Hawaii
General Obligation Bonds
295,225,000
TE
Senior
10/23/19
Honolulu City & Co -Hawaii
Wastewater System Revenue Bonds
496,910.000
TE / TX
Senior
09/25/19
Hawaiian Electric Company
Specia Purpose Revenue Ref Bonds
80,000,000
AMT
Senior
08/14/19
State of Hawaii
Airports System CFC Rev Bonds
194,710,000
TX
Senior
08/07/19
Honolulu City & Co -Hawaii
Genera I Obligation Bonds
548,945,000
TE / TX
Senior
07/1D/19
Hawaiian Electric Company
Special Purpose Revenue Ref Bonds
150,OOD,000
TE
Senior
02/06/19
State of Hawa 1
General Obligation Bonds
57S,000,000
TE
Senior
01/23/19
Honolulu City & Co -Hawaii
General Obligation Bonds
250,025,000
TE
Senior
09/18/18
Maui Co -Hawaii
General Obligation Bands
106,315,000
TE
Senior
08/15/18
Honolulu City & Co-Hawai,
General Obligation Bonds
468,470.000
TE / TX
Senor
08/D9/18
State of Hawaii
Airport System Revenue Bonds
414,685.000
TE / AMT
Co -Senior
03/07/18
Hawaii Pacific University
Special Purpose Revenue Ref Bonds
33,915,000
TE
Sen'or
01/30/23
State of Hawaii
General Obligation Bonds
775,000,000
TE/TX
Senior
01/24/19
Honolulu City & Co -Hawaii
Wastewater System Revenue Bonds
324,745,000
TE / TX
Senior
12/14/17
Univ of Hawaii Board of Regents
University Revenue Bonds
110,795,000
TE / TX
Co -Senior
10/18/17
Kauai Co -Hawaii
General Obligat:on Bonds
24,015,000
TE
Senior
09/06/17
Honolulu City & Co -Hawaii
General Obligation Bonds (FRNs)
3SO,000,000
TE
Senior
08/16/17
Honolulu City & Co -Hawaii
General Obligation Bonds
416,670,000
TE / TX
Senior
07/12/17
State of Hawaii
Airports System CFC Rev Bonds
249,805,000
TX
Senior
06/20/17
Hawaii Co-Hawail
General Obllpdan Bonds
139,895,000
TE
Senior
06/15/17
Hawaiian Electric Company
Special Purpose Revenue Bonds
265,000,000
AMT
Senior
Page BofA SECURITIES ��
Sale Date
Issuer
Issue Description
05/10/17
State of Hawaii
GO & Refunding Bonds
854,755,000
TE /TX
Senior
10/05/16
Honolulu City & Co -Hawaii
General Obligation Bonds
378,805,000
TE / TX
Senior
09/29/16
State of Hawaii
GO & Refunding Bonds
782,005,000
TE / TX
Co -Senior
08/17/16
Honolulu City & Co -Hawaii
Wastewater Sys Rev & Ref Bonds
448,155,000
TE / TX
Senior
03/31/16
State of Hawaii
GO Refunding Bonds
344,720,000
TE /TX
Senior
03/15/16
State of Hawaii
General Obligation Bonds
500,000,000
TE
Senior
02/03/16
Hawaii Co-Hawail
General Obligation Bonds
235,765,000
Tf / TX
Senior
11/24/15
Hawaiian Electric Company
Special Purpose Rev Ref Bonds
47,000,000
AMT
Senior
11/05/15
State of Hawaii
Airport System Revenue Bonds
244,260,000
TE /AMT
Co -Senior
10/15/15
State of Hawaii
General Obligation Bonds
746,395,000
TE / TX
Senior
09/10/15
Univ of Hawaii Board of Regents
University Revenue Bonds
166,285,000
TE / TX
Co -Senior
07/22/15
Honolulu City & Co -Hawaii
Wastewater System Rev Bonds
698,930,000
TE / TX
Senior
03/17/15
Honolulu City & Co -Hawaii
General Obligation Bonds
888,635,000
TE / TX
Senior
01/22/15
Queens Health Systems
Special Purpose Revenue Bonds
263,695,000
TE
Senior
11/20/14
Honolulu Water Supply Board
Water System Revenue Bonds
144,985,000
TE/TX
Senior
11/13/14
State of Hawaii
GO & Refunding Bonds
1,008,775,000
TE / TX
Co -Senior
12/11/13
State of Hawaii
Lease Revenue COPs
167,740,000
AMT
Senior
11/05/13
State of Hawaii
GO Refunding Bonds
860o855,000
TE / TX
Senior
OVW/13
Hawaii Co-Hawail
General Obligation Bonds
98,82SAW
TE
Senior
11/15/12
State of Hawaii
GO & Refunding Bonds
866,990,000
TE / TX
Co -Senior
10/25/12
Honolulu City & Co -Hawaii
General Obligation Bonds
912,480,000
TE / TX
Senior
09/20/12
Honolulu City & Co -Hawaii
Wastewater System Revenue Bonds
265,610,000
TE
Senior
06/13/12
Kauai Co -Hawaii
General Obligation Bonds
34,375,000
TE / AMT
Senior
03/14/12
Honolulu Water Supply Board
Water System Revenue Bonds
85,195,000
TE
Senior
02/09/12
Univ of Hawaii Board of Regents
University Revenue Bonds
8,575,000
TE
Senior
11/17/11
State of Hawai;
GO & Refunding Bonds
1,286,230,000
TE
Senior
10/13/11
Honolulu City & Co -Hawaii
Wastewater System Rev Bonds
169,190,000
TE
Senior
09/14/11
State of Hawaii
Airport System Rev Ref Bonds
300,885,000
AMT
Senior
07/13/11
Honolulu City & Co -Hawaii
General Obligation Bonds
304,3451000
TE
Senior
06/21/11
Kaua Co -Hawaii
General Obligation Bonds
26,110,000
TE
Senior
12/02/10
Honolulu City & Co -Hawaii
General Obligation Bonds
347,770,000
TE / TX
Senior
11/17/10
State of Hawaii
Harbor System Revenue Bonds
201,390,000
TE /AMT
Senior
10/26/10
Honolulu City & Co -Hawaii
Wastewater Sys Revenue Bonds
305,190,000
TE / TX
Senior
09/21/10
Univ of Hawaii Board of Regents
University Revenue Bonds
292,730,000
TE / TX
Senior
07(i3/10
Hawaii Co-Hawail
General Obligation Bonds
GDAWAM
TIE /TX
Sub Total
79 Senior Managed Rnandnp
_.
$29,277,420,OOD
-Senior
03/24/10
State of Hawaii
Airports System Rev Ref Bonds
644,980,000
TE / AMT
Co -Mgr
02/09/10
State of Hawaii
General Obligation Bonds
721,625,000
TE / TX
Co -Mgr
Sub Total
2 Co -Managed Finandngs
$1,366,605,000
Taltl� .
�><1iBrlararrdCo-MarragadFi�awdMtg
$8pig4,025,000
"Pending.
Our services to our Hawaii clients extend beyond just selling bonds. In fact, each client receives
individual
attention
specific to
their situation. We provide Hawaii issuers with updates on the market environment, refunding
opportunities, education on new financial products and municipal market developments, development of inaugural
framework
for borrowing programs, suggestions on ways to improve relations with the rating agencies and
investors,
and assistance
with complex cashflow modeling. To provide details of our
recent involvement in financings for our
Hawaii clients, as well as our ongoing value
added services, we offer the summary table below.
HIGHLIGHTS FROM RECENT SENIOR MANAGED FINANCINGS
State of Hawaii
Issue: $800,000.OW Taxable General Obligation Bonds of 2022, Series GK and GL
• The transaction consisted of all taxable bonds, the proceeds of which will be used to finance capital projects
e The bonds were rated Aa2 (Stable) by Moody's and AA+ (Stable) by Fitch.
E+
a The bonds were sold on a taxable basis to allow for a flexible use of proceeds at an attractive cost.
• All bonds were sold with a make -whole call and the Series GL bonds were also sold with a 10-year par call.
• An electronic investor presentation was disseminated in conjunction with the POS.
• A live investor presentation on Zoom was attended by 19 investors (many of whom submitted questions in
advance).
• During pricing, BofA Generated Over $183 Million in Orders ($118 Million Excluding $65 Million in Stock).
• The all -in true interest cost for the bonds was 5.71%.
State of Hawaii —
Issue: $194,710,11W Airports System Customer Facility Charge Revenue Bonds, Series 2019A (Taxable)
Department of
• The bonds were issued to finance the completion of the consolidated rent -a -car (CON RAC) facility at Daniel K
Inoue International Airport (HNL) in Honolulu, to refund the outstanding $76 million EB-5 Loan, to fund the
Page BofA SECURITIES'/
Transportation IAlrports I Rolling Coverage Fund Requirement and the Debt Service Reserve fund Requirement and to pay certain costs
Division)
of issuance.
yr` Co +,
• The Airports Division conducted on -site rating agency tour of the completed CONRAC facility on Maui as well
+�
as a general tour of the airport in Honolulu and ratings were affirmed by Moody's, S&P and Fitch at A2, A+
and A, respectively — all with Stable Outlooks. These are amongst the highest ratings that each respective
°
rating agency has given to any rental car facility in the nation. Moody's also placed the Airports Division's
GARBS on Positive Outlook, citing progress in executing the capital plan.
r °f %•
• The Series 2019A Bonds were structured with a 28-year level debt service to match the final maturity of the
2017A Bonds.
• The interest on the 2019A Bonds are federally taxable and State of Hawaii tax-exempt. All bonds maturing
after 10 years have a 10-year optional redemption at par; a make -whole call provision was included for bonds
maturing within 10 years.
• The delivery date of the transaction was aligned with the maturity date of the EB-5 loan. It is estimated that
the Airports Division saved over $17 million in interest payments by utilizing the EB-5 loan.
• An investor presentation was disseminated with the POS which was viewed by 36 investors. Additionally, the
Airports Division held one-on-one meetings in Honolulu with Bank of Hawaii and First Hawaiian Bank as well
as an investor luncheon was held in New York, which was attended by John Hancock, MetLife Investment
Management and Schroders.
• The Airports Division initially received over $1.2 billion of institutional orders, leaving the transaction 6x
oversubscribed. Due to strong investor demand, the Airports Division was able to reprice the bonds at
significantly lower credit spreads. After repricing, $768.3 million of orders from 38 investors remained and
BofA underwrote approximately $10.2 million at the verbal award.
• The Airports Division secured an all -in interest rate of only 2.987%, which translates into $37.5 million in debt
service savings as compared to the Series 2017A CFC Bonds that had an all -in interest rate of 3.986%.
• Nearly $8.5 million of this debt service savings was generated by lowering the initial pre -pricing all -in rate of
3.214%to the final oricine all -in rate of 2.987%.
State of Hawaii —
Issue: $262,315,000 State of Hawaii — Airports System Revenue Bonds, Series 2022A/B
Department of
• On January 20, 2022, the State of Hawaii, acting by and through its Department of Transportation, sold
Transportation (Airports
$262,315,000 Airports System Revenue Bonds, Series 2022A/0
Division)
• Like most airport credits, S&P downgraded the Department's GARB credit from AA- to A+ in connection
a��s W ins,
with the Department's Series 2020A-E offering
y
• In connection with the Series 2022 issuance, S&P revised the Department's GARB credit from A+ (Stable)
to A+ (Positive), citing that "the outlook revision to positive indicates that we could raise HAS' market
a
�`
��'q
position to extremely strong over the outlook horizon if activity levels continue to improve and normalize,
or w„+
particularly the international passenger segment, supporting both rate -setting flexibility and revenue
growth, resulting in adequate debt service coverage levels"
• The Department offered its bonds during a period of significant market volatility; with 10-year and 30-year
U.S. Treasury yields increasing 48 and 46 basis points, respectively, from December 3, 2021 to pricing day,
many investors remained on the sideline expecting the rising interest rates environment to continue
• At the end of the order period, the Department received a total of $236.2 million retail and institutional
order from 24 investors, but approximately $107.6 million of the total bonds offered (41%) were unsold
• Yield on the oversubscribed maturity was repriced 2 basis points lower, and the long maturities were
repriced 5 basis points higher across the board
• With the reprice, the syndicate expected to underwrite a total of approximately $51 million of bonds to
support the transaction and pricing levels
• Despite the challenging market environment, the Department was still able to secure an all -in TIC of 3.35%
for an average life of 19 years for the aggregate financing
The Series 2022A Bonds will fund approximately $228.8 million of project cost for the Department's
current $2.2 billion Capital Improvement Program
State of Hawaii —
Department of
Transportation (Harbors
Division)
"C" i
t�
fr `,
*,r or %��
issue: 5266,550,000 Harbor System Revenue Bonds, Series 2020
Series 2020A (AMT) was issued for both new money and to current refund Series 20100, Series 2020B
(Taxable) was issued for both new money and to current refund Series 2010A, and Series 2020C (Non-AMT)
was issued to current refund Series 2010A.
The team drafted a detailed credit presentation and spent weeks preparing for the rating agency calls. As a
result, the Harbors Division's ratings were affirmed by Moody's at Aa3 and Fitch at AA-, both with Stable
Outlooks.
The finance team completed a thorough review of the legal documents and incorporated a number of
modernizations to the Certificate. Key amendments include allowing for individual reserve funds and
modifying O&A and revenue definitions to net out statutory remittances to The Office of Hawaiian Affairs for
Ceded lands payments. The holders of the 2013 and 2016 bonds (Capital One and Bank of America, N.A.)
consented to the amendments prior to the bond pricing, which allowed the Harbors Division to size a lower
reserve amount.
Page 10 BofA SECURITIES'
HIGHLIGHTS FROM RECENT SENIOR MANAGED FINANCINGS
• AMT and Non-AMT refunding bonds were structured with positive annual savings for tax law compliance and
tax-exempt new money bonds were structured with a 20-year final maturity and "fill solution" to minimize
the Harbors Division's interest cost.
• The taxable new money bonds were structured short, to maximize block sizes and lower interest costs, and
the refunding was structured with up -front savings to reduce the maximum annual debt service.
• Print and digital advertisements were placed in the Honolulu Star Advertiser, Pacific Business News, West
Hawaii Today, and several neighbor island papers— the digital ad also ran in The Wall Street Journal.
• An investor presentation was viewed by over 30 investors, 20 of whom placed orders for the bonds. The
Harbors Division also held one-on-one calls with Bank of Hawaii and First Hawaiian Bank.
• A retail order period was held on November 18's, during which the Harbors Division secured more than $300
million of orders from individual and professional retail investors.
• The Harbors Division received more than $3.5 billion of total orders, leaving the transaction 13x over-
subscribed — this allowed BofA to reduce yields by up to 20 basis points in select maturities.
• The Harbors Division will realize $46.7 million of present value savings (32.2% of the refunded par) and All -In
TIC for the combined new money issuance was only 2.24%. All of the bonds maturing after 10 years included
a 10 ear par call feature.
State of Hawaii —
Issue: $137,205,000 Highway Revenue Bonds, series 2021
Department of
• On May 26, 2021, the State of Hawaii, acting by and through its Department of Transportation, sold
Transportation (Highways
$137,205,000 Highway Revenue Bonds, Series 2021
Division)
• BofA worked with the senior manager to assist the Highways Division with drafting a detailed credit
:,{` °r r
presentation and helped prepare the finance team for rating agency meetings
• An online investor presentation was disseminated with the POS which was viewed by 35 investors. The
2;
Department also held one-on-one investor calls with Bank of Hawaii and First Hawaiian Bank
'r� ,
• The offering was well received by investors with $700 million of total orders, leaving the transaction with a
fr µ�•
5.1x subscription. Due to this considerable demand, yields were reduced across multiple maturities by 3 to 5
bps
• The transaction achieved an all -in TIC of 2.47% for a 15.2 average IifeThe Harbors Division will realize $46.7
million of present value savings (32.2% of the refunded par) and All -In TIC for the combined new money
issuance was only 2.24%. All of the bonds maturing after 10 years included a 10-year par call feature.
University of Hawaii
Issue: $217,165,000 University Revenue Bonds, Series 2020A-E
°+'`" 0` a9�
• BofA served as senior manager on $217,165,000 Board of Regents of the University of Hawai'i's Revenue
r 9
Bonds.
• The $10,045,000 taxable Series 2020A Bonds were issued to finance a portion of a parking garage on campus.
'
The $44,555,000 tax-exempt Series 20208 and $54,300,000 taxable Series 2020C Bonds were issued to
�.
current refund the Series 2010A-1 (Cancer Center) Bonds. The $77,135,000 tax-exempt Series 2020D and
$31,130,000 taxable Series 2020E Bonds were issued to current refund the Series 20100.1 Bonds.
• The finance team and President Lassner met with the rating agencies via video conference from Honolulu.
■ Moody's assigned a Aa3 rating and Fitch assigned a AA rating - both with Stable Outlooks.
• BofA performed various analyses to find a tax-exempt / taxable ratio of the refunding bonds that takes into
consideration the University's need for private activity relief as well as the yield curve in order to minimize
overall borrowing cost.
• BofA actively worked with bond counsel in order to make sure this is compliant with state and federal tax
laws.
• The Series 2020A Bonds were sold with a 20-year final maturity. The refunding bonds were structured to
amortize tax-exempt bonds first followed by taxable bands. All bonds were sold with a 10-year par call
option. The taxable bonds were also sold with a make -whole call through the first 10 years.
• A Notice of Potential Sale was posted on the University's Investor Relations website and on EMMA. Print and
digital advertisements were placed in the Honolulu Star Advertiser and neighbor island newspapers. An
electronic investor presentation was disseminated in conjunction with the POS and was viewed by 20
investors. The University held one-on-one conference calls with Bank of Hawaii and First Hawaiian Bank.
• The public market weakened on the day of the retail order period. However, BofA maintained appropriated
levels throughout the pricing process. The sale generated $177 million of orders and BofA Securities agreed
to underwrite over $70 million of bonds as of verbal award. Despite a challenging market, the University
secured a 2.42% all -in cost of funds and generated $38.7 million in present value savings.
Hawaii Housing Finance
Issue: Refunding of $20,875,000 Hawaii Rental Housing System Revenue Bonds 2004 Refunding Series B
and Development
• On May 28, 2009, the Corporation converted its outstanding auction rate certificates with a remarketing to
Corporation
fixed rate bonds in order to preserve the value of FSA insurance.
• BofA assisted the Corporation in reconfirming its underlying rating of "A2" from Moody's and with FSA's
•
internal credit and legal review to preserve the existing bond insurance and surety policies.
• BofA secured almost $24 million in orders including $4.9 million in retail orders from Hawaiian residents.
• To help the Corporation achieve the lowest possible cost of funds, BofA underwrote 27% of the transaction.
Additional Value Added Services
Page11 BofA SECURITIES
• Monitored regularly refunding opportunit:es for rental hous;ng bonds and Univers ty of Hawaii faculty
housing bonds.
Department of Hawaiian
Issue: $42,500,000 Revenue Bonds, Series 2009
Home Lands
• BofA assisted DHHL in assembling a comprehensive credit presentation aimed at convey'ng DHHL's revenue
structure and its strong financial posit -on.
E3bond
• Ultimately, DHHL decided to confirm ratings with Moody's (A2) and Fitch (A-).
• Despite a deterioration in the market that began on the day of the retail order period, DHHL's Revenue
Bonds attracted retail orders totaling more than 50% (or $22 mi; lion) of the entire transaction,
• To help DHH i achieve the lowest possible cost of funds, BofA underwrote 15% of the transaction
Additional Value Added Services
• Provide market updates to keep the DHHL apprised of current conditions.
• Ongoing work with DHHL to analyze future financing options and capacity constraints.
State of Hawaii Special
Issue: $80,000,000 Special Purpose Revenue Bonds, Series 2019 (AMT)
Purpose Revenue
• In September 2019, BofA served as Senior Manager for $80,000 million of tax exempt bond for Hawaiian
Refunding Bonds (HECO)
Electric Company, Inc.(the "Company" or "HECO")
t• "• ",,
• Proceeds will be used to provide all or a portion of the funds for the acquisition, purchase, construction,
reconstruction, improvement, betterment, extension and equipping (or any comb nation thereof) of certain
facilities for the local furnishing of electric energy (the "Facilities") owned by the Companies and to pay other
`
allowed expenses, including the costs of issuing the Bonds
y
• The Bonds were issued in a Fixed Rate and priced to final maturity of 10/1/2049
• Structured with a 5-Year Par Call feature, giving the Company increased flex'bility to refinance in a decreasing
interest rate environment
Hawai'i Pacific University
C. HAWAIf I
r ; PACIFIC
O1 U N I V E k S I T Y
City and County of
Honolulu
i
t
r �
• The transaction generated orders of -$150 Million (1 9x subscription) from 9 investors, inc-uding retail
• The bonds were issued w;th Senior Unsecured ratings of Baal/A- from Moodyrs and Fitch
• The transaction priced in a strong overall bond market, with treasury rates near all-time lows
Issue: $33,910,000 Special Purpose Revenue Refunding Bonds, Series Z018
• On March 6, 2018, 8ofA served as the sole manager for the Hawaii Pacific University ("HPU") $33,910,000
Special Purpose Revenue Refunding Bonds, Series 2018 issued through the Department of Budget and
Finance of the State of Hawai'i.
• The 2018 Bonds were not rated and were offered through a imited offering in order to a -low HPU to tender
the Series 2015 Bonds and amend the loan agreement to modify HPU's financial covenants In lieu of an
advance refunding of the 2015 Bonds. The 2015 Bonds were issued to finance the completion of the Aloha
Tower Marketplace project. The 2018 Bonds have a final maturity of 2028 and a par call option in 2027.
• The University is a nonsectarian liberal arts college founded in 1965 with three campuses on the island of
Oahu. As of Fall 2017, HPU has a student body of approximately 3,569 undergraduates and 586 graduate
students from all 50 states and over 80 fore'gn countries. HPU offers students more than 340 undergraduate
majors and 10 graduate programs of study within five different colleges - the College of Business, the College
of Health and Society, the College of Liberal arts, the College of Natural and Computational Sciences, and the
College of Professional Studies.
Issue: $97,455,000 General Obligation Bonds, Series 2022E & C
• On July 19", 2022 BofA Securities served as senior manager on the City and County of Honolu u's ("the City")
Series 2022B & C G.O. Bonds, the proceeds of which will be used to f nance various City projects and
equipment purchases.
• BofA worked with the City to develop a comprehensive credit update for the rating agencies, including in -
person meet,ngs in Honolulu and a tour of the rail project
• Fitch affirmed the City's General Obligation Bond rat ng at "AA+" with a Stable Outlook, citing the City's "so id
revenue framework, stable property taxes, low long-term liabilities and robust operat ng performance."
• Moody's also affirmed the C ty's General Obligation bond rating at "AaI" and rev;sed the Outlook from
"Negative" to "Stable," c'Aing the City's massive tax -base, healthy pace of recovery from the effects of the
pandemic, implementation of 3% Oahu Transient Accommodations Tax and progress on the rail project.
• A comprehensive marketing campaign was conducted ahead of the bond sale, -ncluding a voluntary posting
on EMMA, print and digital advertisements, an online investor presentation as wel as Zoom cal s with the
local Hawaii banks.
• The City received $64 million of orders during the retai. order period, which led to an acceleration of the
institutional pricing to take advantage of favorable market conditions.
• Ultimately, the City received total orders of $178 million, includ ng $124 million of individual and profess anal
retail and $54 million of institutional orders, leaving the transaction 1.8x oversubscribed
• This strong demand allowed repricing to lower yields by up to 3 basis points in select maturities.
• BofA underwrote $11.2 million of bonds as of the verbal award to support the City.
• The City secured an All -in True Interest Cost of only 3.73% for the 25-year Series 2022E bonds and 2.35% for
the 8-vear Series 2022C bonds.
LJO Page12 RofA SECURITIES ���/
City and County of
Honolulu,
Department of
Environmental Services
(Wastewater)
f 1 h
p
l
.F `" G� 4
Issue: $241,355,000 Wastewater System Revenue Bonds, Senior Series 2027A (Green Bonds)
• Proceeds will finance additions and improvements to the Wastewater System.
• The City and ENV self -designated the Series 2022A Bonds as "Green Bonds" given that the use of proceeds is
consistent with the Green Bond Princip:es, as promulgated by the International Capital Market Association.
• The City and ENV met with Moody's and Fitch in person in Hono ulu, including site tours of the Honouliuli
Wastewater Treatment Plant and Sand Is'and Wastewater Treatment Plant.
• Fitch Ratings affirmed the Wastewater System Revenue Bond rating at "AA" with a "Stable" Outlook.
Moody's Investor Services also affirmed the Bonds at "Aa2" with a "Stable" Outlook.
• A Voluntary Notice of Sa a was posted to EMMA in advance of the P.O.S. posting.
• A comprehensive retail ;nvestor outreach effort included both print and digital advertising.
• An onl ne investor presentation was disseminated along with the POS.
• The City and ENV he'd one-on-one Zoom cabs with First Hawaii Bank and Bank of Hawaii.
• The City and ENV heal a live investor presentation Wth a Q&A session for institutional investors on May 9 h
• The transaction received over $220 million in orders during a one -day retail only order period on May SO°",
including $8 mill'on from individual retail investors.
• Institutional investors submitted an additional $130 million of orders during pricing on May 11th.
• The all -in true interest cost on the bonds was 4.20%, which included a 30-year final maturity and a 10-year
par call.
Honolulu Board of Water
Issue: $17,425,000 Water System Revenue Bonds, Series 2023
supply
• The tax-exempt bond proceeds will be used for new projects and repair and maintenance of the water
system
I
• BofA Securities assisted in drafting a credit presentation and helped the team prepare for the rating agency
meetings. i
• The Board met with S&P in Honolulu and Fitch over video conference.
• S&P analysts also participated in a tour of the recycled water facility on the west side of the island.
• S&P affirmed the Board's "AAA" (Stable) rating and Fitch upgraded the board to "AAA" (Stable).
• The bonds were structured to wrap around the Board's existing debt service with principal maturing from
2034 to 2052
• The bonds also included a 10-year par tali.
• A Voluntary Notice of Sale was posted to the Board's investor relations website and EMMA.
• The City held one-on-one in person meetings with First Hawaiian Bank and Bank of Hawaii.
• The finance team ran a retail order period during Hawaii business hours on the afternoon of March 7th.
• The abbreviated retail order period generated $21 million of orders.
• The transaction ultimately received $54 million of tota orders, including 16 unique institutional investors —
an oversubscription of 3.2x.
• Due to the strength of the order book, BofA was able to reduce yields by 5 basis points across the curve.
• Four investors dropped from the order book due to the re -pricing,
• The board was able to secure a long-term borrowing rate of 4.34% with an average life of 21.7 years.
County of Kauai
Issue: $28,560,000 of General Obligation Bonds, Series 2021A&B
�.t • t
• The 2021A (tax-exempt) were issued to current refund outstanding Series 2011A bonds. The 2021E (taxable)
were issued to advance refund outstanding Series 2012A and 2012E bonds.
• BofA helped the County draft a detailed credit presentation and spent weeks preparing the County's Finance
_
team for the rating agency conference calls.
• The County's bonds were rated by Moody's and Fitch at Aa2 (Stable) and AA (Stable), respectively.
• The total transaction included two series of bonds maturing between 2022 and 2029. The bonds were
structured to generate upfront savings. The financing was set up with two closing dates (April 8 and May 4)
so that the County could current refund the 2011 bonds on a tax-exempt basis.
• Print advertisements were placed in the Lihue Garden Island and Honolulu Star Advertiser the Sunday prior
to the bond sale. Online banner ads were also used in The Garden Island and Star Advertiser. A Voluntary
Notice of Potential Financing was posted on EMMA. The County also posted a press release prior to the bond
sale.
• A retail order period was held on March 23'd.
+ An investor presentation was disseminated with the POS and viewed by 15 investors. The County held Zoom
calls with both Bank of Hawaii and First Hawaiian Bank.
• 3 of the investors who viewed the presentation online put in orders during the institutional order
period.
• Due to volatile market conditions, the transaction was accelerated into the retail order period date. The
County received more than $92.1 million of orders throughout the order period, leaving the transaction 3.2x
over subscribed. The amount demand expressed allowed the underwriters to lower yields between 2 and 23
basis points across the yield curve.
■ 19 institutional investors placed orders for the bonds.
8 Page 13 BofA SECURITIES '-
• The County will realize $2.1 million of present value savings or 7.6% of refunded par with the refunding. In
aggregate, the bond financing had an escrow efficiency of 86.3%.
County of Hawaii Issue: $99,000,000 General Obligation Bonds, Series 2023
• On June 6•', BofA Securities served as sole manager on the County of Hawaii's ("the County") Series 2023
General Obligation Bonds
• The proceeds will be used to retire certain County Bond Anticipation Notes and fund various capital
improvement projects, including the first phase of the Hilo Wastewater Treatment Plant Project.
• BofA worked with the County to develop a comprehensive credit update for the rating agencies, including in -
person meetings in Hilo and a tour of the County.
• Fitch affirmed the County's General Obligation Bond rating at "AA+" with a Stable Outlook.
• Due to the county's strong financial position, S&P upgraded the County to "AA+" with a Stable Outlook.
• The bonds were structured on a level debt service basis with a 20-year final maturity.
• A comprehensive marketing campaign was conducted ahead of the bond sale, including a voluntary posting
on EMMA, print and digital advertisements, an online investor presentation as well as calls with the local
Hawaii banks.
• The online investor presentation was viewed by 7 institutional investors.
• The County had strong reception during the retail order period, generating $130 million in orders.
• The finance team decided to accelerate the transaction in light of favorable market conditions.
• In total, the County received $280 million in orders, leaving the transaction 2.8x oversubscribed.
• As of the verbal award, BofA underwrote $135 million of bonds to support the transaction.
• The County was able to reduce yields as much as three basis points in certain parts of the yield curve.
• The County secured an All -in True Interest Cost of only 3.58%.
County of Maui Issue- $39,500,000 G.O. Bonds, 2008 Series A
r*• o�v • The Banking Team led the efforts in guiding the County to upgrades by all three rating agencies to the highest
level ever achieved by the County ("Aa2/AA/AA").
• Performed insurance breakeven analyses to determine which maturities were most economic to insure.
• The County ultimately locked -in a TIC of only 4.1%, which was their lowest cost of borrowing over the past
•T�>f Oro �decade.
Additional value Added Services
• Continuously monitor the County's debt profile for refunding opportunities.
• Provide frequent updates to market conditions and any recent developments in the municipal market.
• (Transaction completed by our banking team while at a prior firm.)
Marketing and Distribution Capabilities
Retail Distribution Capabilities. As mentioned National Retail Network Hawaii Retail Network
previously, effective May 13, 2019, BofA Securities, Inc. 572 Offices Nationwide 3 Retail Offices
($ofA) is the new legal entity for all institutional 18,000+Wealth Advisors 59 Wealth Advisors
business including our municipal securities group. Our
retail wealth management system continues to
operate under MLPF&S. As such, BofA and MLPF&S, • *,A
which are affiliates within Bank of America
Corporation, have entered into an exclusive retail
distribution arrangement under which BofA may (i)
distribute municipal securities to MLPF&S, which in """"°`"• •"
turn may distribute those securities to retail investors
through the retail wealth management network of
MLPF&S, and (ii) compensate MLPF&S for any bonds it
sells.
Our Merrill retail network has 572 branch offices in the United States supported by over 18,000 wealth advisors
managing over $3.7 trillion in retail assets. To coordinate our retail sales marketing effort, we maintain a staff of
professional municipal marketing specialists located in offices across the nation. These professionals serve as the
link between our municipal underwriting and trading operations and the retail FAs. With the significant rise in yields
over the past year, we expect the retail segment to be of much greater importance going forward than it had been
in recent years — especially for any tax-exempt bond offerings.
The Bank's distribution network in Hawaii includes 3 retail offices housing 59 financial advisors As illustrated below,
retail investors have been active participants in many of the Hawaii transactions senior managed by BofA since 2010.
Page14 BofA SECURITIES ��
Credit
Par
06/06/23
County of Hawaii
G.O.
$99,000,000
03/08/23
Honolulu BWS
Water
17.,425,000
10/19/22
State of Hawaii
G.O.
800,000,000
_ 07/19/22
City and County of Honolulu
G.O.
97,455,000
05/11/22
City and County of Honolulu
Wastewater
241,355,000
03/08/22
Honolulu BWS
Water
135,260,000
01/20/22
DOT - Airports
Airport System Rev Bonds
262,315,000
Retail Orders*
% of Par
$134,245,000
135.60%
21,980,000
126.14%
485,000
0.06%
121,435,000
124.61%
210,380,000
87.17%
_ 71,325,000
52.73%
0
0.00%
09/29/21
State of Hawaii
G.O.
1,992,505,000
4,575,000
0.23%
07/21/21
City and County of Honolulu
G.D.
742,675,000
374,245,000
50.39%
05/26/21
DOT - Highways
Highway Revenue Bonds
137,205,000
25,000
0.02%
_ 03/23/21
County of Kauai
G.O.
_ 28,560,000
27,700,000
96.99%
03/09/21
Honolulu BWS
Water
93,535,000
106,47S,000
113.83%
12/15/20
City and County of Honolulu
Wastewater
273,670,000
3,255,000
1.19%
11/19/20
DOT - Harbors
Harbor Sys. Revenue Bonds
266,550,000
326,275,000
122,41%
_ 10/21/20
110/15/20
State of Hawaii
G.O.
1,1.47,555,000
81,615,000
7.11%
_
County of Hawaii
_
G.O.
_
77,135,000
66,370,000
86.04%
10/14/20
University of Hawaii
University
217,165,000
16,780,000
7.73%
10/07/20
DOT - Airports
Airport System Rev Bonds
582,490,000
550,000
0.09%
08/05/20
State of Hawaii
G.O.
995,000,000
10,530,000
1.06%
07/22/20
City and County of Honolulu
G.D.
346,335,000
270,380,000
78.07%
03/11/20
Honolulu BWS
Water _
106,635,000
29,870,000
28.01%
02/12/20
City and County of Honolulu
G.O.
295,225,000
176,455,000
59.77%
10/23/19
City and County of Honolulu
Wastewater
496,910,000
181,075,000
36.44%
08/14/19
DOT - Airports
CFC
194,710,000
3,220,000
1.65%
08/07/19
City and County of Honolulu
G.O.
549,945,000 T
328,765,000
59.89%
02/06/19
State of Hawaii
G.O.
575,000,000
122,615,000
21.32%
01/23/19
City and County of Honolulu
_
G.O.
_
250,025,000
210,500,000
84.19%
08/15/18
City and County of Honolulu
G.O.
468,470,000
172,855,000
36.90%
01/30/18
State of Hawaii
G.O.
775,000,000
64,825,000
8.36%
01/24/18 City and County of Honolulu Wastewater 304,840,000
10/18/17
09/06/17
08/16/17
County of Kauai G.O.
City and County of Honolulu GA_ (HART)
and County of Honolulu
07/12/17 DOT - Airports
06/20/17 County of Hawaii
05/10/17 State of Hawaii
_ 24,015,000
350,000,000
G.O. 416,670,000
CFC 249,805,000
G_O_ 139,895,000
G-O. 854,755,000
202,255,000 66.35%
890,000 3,71%
0 -0.00%
216,300,000 51.91%
2,600,000 1.04%
165,790,000 118.51%
293,745,000 34.37%
10/05/16
City and County of Honolulu
G_O_
378,805,000
99,475,000
26.26%
08/17/16
City and County of Honolulu
Wastewater
448,155,000
241,910,000
53.98%
_ 03/31/16
State of Hawaii
G.0
344,720,000
120,050,000
34.83%
02/03/16
County of Hawaii
G_0_
_
235,765,000
121,405,000
51.49%
10/15/15
State of Hawaii
G.O.
746,395,000
129,275,000
17,32%
09/10/15
_
University of Hawaii
University
166,285,000
59,686,000
35.89%
07/22/15
City and County of Honolulu
Wastewater
698,930,000
290,200,000
41.52%
03/17/15
City and County of Honolulu
G.O.
888,630,000
270,740,000
30.47%
11/20/14
Honolulu BWS
Water
144,985,000
85,500,000
58.97%
11/05/13
State of Hawaii
G.O. _
860,850,000
120,010,000
13.94%
01/30/13
County of Hawaii
G.O.
98,825,000
71,305,000
72.15%
10/25/12
City and County of Honolulu
G.O.
912,480,000
177,715,000
19.48%
09/20/12
City and County of Honolulu
Wastewater
265,610,000
409,480,000
154.17%
06/13/12
County of Kauai
G.O.
34,375,000
11,750,000
34.18%
03/14/12
Honolulu BWS
Water
85,195,000
75,725,000
88,88%
02/09/12
University of Hawaii
University
8,575,000
3,210,000
37.43%
11/17/11
State of Hawaii
G.O.
1,286,230,000
239,710,000
18.64%_
10/13/11
City and County of Honolulu
Wastewater
169,190,000
29,335,000
17.34%
09/14/11
DOT - Airports
Airport System Rev Bonds
300,885,000
29,585,000
9.83%
07/13/11
City and County of Honolulu
G.O.
304,345,000
127,010,000
41.73%
Page 15 BofA SECURITIES ���/
Credit -. Par RetallOrders• %of Par
06/21/11 County of Kauai G.0- 26,110,000 28,555,000 109.36%
12/02/10 City and County of Honolulu G.O- 191,450,000 159,915,000 83.53%
_ 11/17/10 DOT - Harbors Harbor Sys. Revenue Bonds 164,275,000 111,765,000 68.04%
10/26/10 City and County of Honolulu Wastewater 126,550,000 67,415,000 53 27%
09/21/10 University of Hawaii University 53,930,000 115,670,000 214.48%
07/13/10 County of Hawaii G.O. 35,325,000 7,940,000 22.48%
62 issues Totaling: $23,5110,960,000_ $7,224,715,OW 30.64%
• Includes ?rofessronal Retail.
Institutional Distribution Capabilities. BofA has over 390 Institutional Sales
Associates, 20 of whom sell only municipal bands and cover more than 395,000 small 390+ institutional sales reps
and large institutional accounts. These institutional sales professionals are located in 20+ muni sales reps
Newyork and 28 regional offices throughout the nation. Our sales personnel maintain 29 offices nationwide
contact with first- and second -tier institutional investors, including open-end and
closed -end bond funds, fire and casualty insurance companies, commercial banks and trust companies. BofA also
focuses on medium and small -sized institutions which expands our buyer base.
Technology and BofA Municipal Markets. Like BofA as a whole, our Municipal Banking and Markets (MBAM) Group
develops and uses leading -edge technology for the benefit of clients as well as for operational efficiency.
Technological innovation has long been a core competency of our department as well as of our affiliate broker Merril:
that provides BofA Securities access to retail investors. More than two decades ago Merril? Lynch developed an
internal electronic syndicate management system that is the predecessor to the system used across the entire
municipal market today. We similarly developed a platform that allows institutional investors to transact
electronically on municipal money market securities that has been copied widely across the industry.
Our municipal group includes a technology strategy team that partners up with Global Markets Quantitative
Strategies and Data Group, the firm's overall technology group and the firm's Merrill brokerage division's Global
Wealth & Investment Management team to develop and enhance our municipal underwriting, trading, and sales
efforts. The work of the firm's collective technology teams spans a range of solutions, including machine learning
and artificial intelligence, algorithms, and electronic trading.
Connecting with Investors. Today's investors demand sophisticated online and automated capabilities. BofA is at
the forefront of providing systems and services to make transactions more efficient and more effective for both
institutional and Merrill retail investors, for example, to view offerings, execute buy/sell transactions, and search for
matching CUSIPs, among other activities. By increasing the ease of access to information and providing more
efficient trade execution, we potentially broaden the universe of investor types and number of investors. Moreover,
increased information flaw and effic;ent trade execution provide for improved secondary market liquidity in the
market which can translate to improved pricing. For the firm's institutional customer accounts we provide direct
access through our award -winning CashPro portal and Mercury API, where through a single portal accounts can see
offerings in real-time and access other products such as Bank of America Research. Merrill Lynch financial advisors,
on behalf of their retail clients, have similar access through Global Wealth & Investment Management's proprietary
Merrill Lynch Markets platform. Our Merrill Edge self -directed investing portal provides access for our retail clients
to directly execute electronically in BofA secondary market offerings.
Connecting Investors to Bonds. To help Merrill retail financial advisors more easily identify offerings that suit their
clients' Best Interest, BofA developed a proprietary portfolio tool that constructs customized bond portfolios
designed to meet specific investor goals, such as college savings or state -specific tax -exemption. For institutional
investors, BofA's technology strategy team uses an Application Programming Interface (API) to allow investors using
the Bank of America N.A: s flagship CashPro technology to connect and execute municipal bonds directly. This
approach provides direct bilateral connectivity to institutional investors and allows them to transact secondary
market securities; negotiate electronically to transact; enter requests for bids; and access rate history and analytics.
The MBAM API can be implemented directly into a client's own platform and infrastructure meaning that
institutional investors ranging in size from the large asset managers to the small and middle market buyers have
access to BofA's municipal offerings without needing to use a separate portal. These online tools provide a channel
through which investors have more efficient access to information, liquidity, and offerings, benefiting issuers and
investors alike.
Lail Page 16 BofA SECURITIES ��
Investor Interest Indicator. Our proprietary investor targeting
process brings together proprietary, confidential and trade secret
automated data analysis tools with traditional market intelligence
gained as the #1 competitive and negotiated senior manager in the
municipal market. Bolds technology enables us to extract
information from the vast amounts of proprietary data we collect
and combine it with human judgement and experience to more
efficiently identify investors in order to build robust and diverse
order books that allow us to strive for best market pricing.
Specifically, BofA has developed a proprietary (Trade Secret
protected) technology tool the Investor Interest
Indicator, or 13) to strategically organize our sales
efforts around Institutional Investors. This technology
helps our underwriters, salespeople, and bankers
potentially to target those investors most likely to
participate in an offering whether they are new or
existing investors. The i3 uses public information and
BofXs massive proprietary internal database of
investor secondary market trading data, together with
the specific characteristics of the County's proposed
bond issue to produce a scored ranking of potential
institutional investor purchasers of the new issue. BofA
has ranked as the number 1 overall senior manager of
municipal bond issues every year for over a decade.
This access to data along the new analytical tool and
with our electronic distribution capabilities benefits our
clients as it allows our sales force to work more
efficiently and effectively. Having marketed and sold a
greater volume of new issue municipal bonds than any
other firm for more than a decade, by a significant
margin, means that BofA has far more market data than
any other municipal underwriter.
The 13 tracks the relevant market activity data of a broad
range of the top institutional investors, then quickly
synthesize that data into an actionable sales marketing tool. The I' quickly compiles and evaluates a massive quantity
of recent, relevant proprietary and public data to produce a usable salesforce guidance plan. Through technology
we are able to potentially match recent individual interest of investors with our current offerings by better matching
patterns of activity in the market.
All of these tools, and our firm's commitment to constant technological advancement to adapt to market trends
and better meet our clients' needs, has helped our firm achieve its leadership in the municipal market and our #1
annual ranking for over a decade.
Marketing Strategies
In conjunction with the any of the County's upcoming financings, the County may choose to utilize an extensive retail
outreach campaign, comprised of one or more of the advertising methods listed below:
• County's Website: The County can improve investor relations well in advance of a bond sale by enhancing its
website. Adding an "Investor Relations" iinks to the County's homepage provides easy access to financial
statements, budget documents and other relevant financial documents and is extremely helpful for investors
looking for financial information. In addition, the County could post upcoming bond sales on its Website, essentially
a free form of advertising.
Using Data Intelligently
I Access to extensive, proprietary municipal bond -related data an
investor activity and preferences
Data Analytic
Using data for intelligent institutional Investor targeting
—
HOLDER DATA i
The Investor Interest Indicator creates a scone that provides an
Indication of a particular Investoes acthrity and participation across the
various data categories
Page17 BofA SECURITIES ���/
• Local Newspaper Advertisements: Traditional print media can reach an
extremely wide audience, depending on the choice of newspaper and
frequency of ads. The County had success with newspaper advertisements on
its last bond issue (pictured right). We have found placing advertisements in the
Thursday and Sunday business sections in the Honolulu Advertiser to be the
most effective. Additionally, the newspapers on neighboring islands are very
cost effective (such as the Hawaii Tribune Herald, Garden Island News, and
Maui News).
• Banner Advertising: With more investors going online to read the news and
collect information, we propose also utilizing digital advertising. This includes
the online investor presentation as well as banner advertisements that the
County successfully used in 2023 in various newspaper publications.
investor Presentation: For larger financings, the County
may wish to utilize an internet based pre-recorded
investor presentation through the NetRoadshow
website. We would also recommend holding one-on-
one follow-up meetings to answer any questions that
key institutional investors may have. The County
should focus on the top holders of its debt. Existing
holders, who are already familiar with the County's
credit, can help form a foundation of buyers for the
County's financing.
Live Zoom Investor Presentation Luncheon: The
County could also host live Zoom presentation for
institutional investors. Investors would be allowed to
submit question in advance and answers would be
given at the end of the presentation. If the County is
traveling to New York, a hybrid of in -person and virtual
option could make sense.
s99 000 000'
Tribune V ileratd ^'^ .4
0"Annek rklhn,UN in ICU �• r,n- '�F
!-�ur..gf-M W�AUN��n r,ww- FMww �t4M�.-.F-is �tw"7 -Pr
• One -On -One Investor Meetings/Calls: Investors will be interested in speaking directly with management prior to
making an investment decision. The County should offer to have meetings or calls with Bank of Hawaii and First
Hawaiian Bank, and set aside time to be available for one-on-one calls with any interested investors on the
Mainland. We also recently engaged Central Pacific Bank to gauge their interest in buying Hawaii bonds due to
the fact that Hawaii bonds now fit into CPR's investment criteria with the pension system's funded ratio going
above 60%.
Credit Analysis and Disclosure Experience
Our in-house credit team, led by Mr. Brad Gewehr, is unmatched by any other firm. Mr. Gewehr has significant
experience working in Hawaii. He also is an industry leading expert in pension and other postemployment benefits
programs, and is very familiar with the State of Hawaii Employees' Retirement System ("ERS" ) and the Hawaii
Employer -Union Health Benefits Trust Fund ("EUTF" ). Mr. Gewehr was formerly a Managing Director at Moody's,
and he always will be available to assist the County with rating presentations, credit strategy and investor relations.
Our Hawaii efforts also extend to educating local investors about the County's credit and overall the State of Hawaii's
available investments opportunities. We also recommend holding calls with mainland investors who may have
follow-up questions.
As one of the largest securities firms in the world, BofA offers the County a comprehensive package of investment
banking services and qualifications as well as a wide range of traditional bank products. Our team is staffed with
professionals who have proven skills in structuring and executing all types of financings. Below we provide
credentials for each financing category that is important to the County.
Page 18 BofA SECURITIES i�r
National Financing Experience
Since 2020, BofA is the "Number One" ranked senior manager
nationally for all municipal bond financings, as summarized to the
right. In fact, our #1 ranking as senior manager extends for more
than a decade and has continued through the COVID-19 pandemic
as well as during the recent market volatility in 2022 and 2023. The
consistent top rankings underscore the creativity, consistency, and
high level of resource commitment in support of our issuer clients
that help to distinguish BofA from other Wall Street firms.
General Obligation Bonds
BofA also is the Number One" underwriter of General Obligation
bonds since 2020, having senior managed 456 financings totaling
$67.4 billion in par amount. BofA has senior managed General
Obligation bond financings for many issuers in Hawaii including the
State, City and County of Honolulu and Counties of Hawaii, Maui and
Kauai. BofA served as lead manager on the State's 2009, 2011, 2013,
2015, 2016, 2017, 2018, 2019, 2020, and 2021 General Obligation
Bonds. We also served as co -senior manager on the State's G.O.
Bonds of 2012, 2014, 2016, and 2022. We also most recently senior
managed the County's $99.0 million 2023 G.O. bonds. We are also
currently senior manager for the City and County of Honolulu's 2023
G.O. offering,
i NATIONAL MUNICIPAL 13OND FINANCINGS
januant L 2020 to 2023 YTD
■era setutl Tics max:' MM S 169,66+
IP hi a�ganrm!
1 $118.963
C.t' IA"1 5126.SA9
5k'#' "Lh
AK 595.s39
Source: Securities Data Company.
Note: Rankings reflect true economics. Figures within bars
denote number of issues. Paramount in millions.
2020 to 2023 YTD
EafA SECURITIES 6/ S67,415
Morgan S1Am�y 5,6,38T
01 $a2 110
JP Md,8.n S4G.4ig
Pxr SaMly SMOt9
Source: Securities Data Company,
Note: Rankings reflect true economics. Figures within bars
denote number of issues, Par amount in millions.
Below we provide a case study for three recent general obligation financings we senior managed for the County of
Hawaii, City and County of Honolulu and the State of Hawaii.
County of Hawaii
$9MA00,000 General Obligation Bonds, Setles 2023
Sale Date: June 6, 2023 _
• On June 6"', BofA Securities served as sole manager on the County of Hawaii's ("the County*) Series 2023 General Obligation Bonds
• The proceeds will be used to retire certain County Bond Anticipation Notes and fund various capital improvement projects, Including the
first phase of the Hilo Wastewater Treatment Plant Project.
• BofA worked with the County to develop a comprehensive credit update for the rating agencies, including in -person meetings in Hilo and
a tour of the County.
• Fitch affirmed the County's General Obligation Bond rating at "AA+" with a Stable Outlook.
• Due to the County s strong financial position, S&P ungraded the County to_'"AA+" wnh a Stable Outlook
• The bonds were structured on a level debt service basis with a 20-year final maturity,
• A comprehensive marketing campaign was conducted ahead of the bond sale, including a voluntary posting on EMMA, print and digital
advertisements, an online investor presentation as well as calls with the local Hawaii banks.
• The online Investor presentation was viewed by 7 institutional investors.
• The County had strong reception during the retail order period, generating $130 million in orders.
• The finance team decided to accelerate the transaction in light of favorable market conditions.
• In total, the County received $280 million in orders, leaving the transact -on 2.8x oversubscribed.
• As of the verbal award, BofA underwrote $13.5 million of bonds to support the transaction.
• The County was able to reduce yields as much as three basis points in certain parts of the y.eld curve.
• The County secured an All in True interest Cost of only 3.58%.
City and County of Honolulu
597 S5,000 Ganeral 0611gatlon Bands, Series 2022E do C
Sale Date 19, 2023
• On July 19t", 2022 BofA Securities served as senior manager on the City and County of Honolulu's ("the City"] Series 20228 & C G.O.
Bonds, the proceeds of which w'l. be used to f nance var'ous City projects and equipment purchases.
• BofA worked with the City to develop a comprehensive credit update for the rating agencies, including in -person meetings in Honolulu
and a tour of the rail project.
• Fitch affirmed the City's General Obligation Bond rating at "AA+' with a Stable outlook, citing the City's "solid revenue framework, stable
property taxes, low long term liabilities and robust operating performance."
AVWAbL
t5Page 19 BofA SECURITIES 151/
City and County of Honolulu
$97,45SAW General obligation Bonds, Selves 2422E & C
Sale Date: July 19, 2023 _
• Moody's also affirmed the City's General Obligation bond rating at "Aal" and revised the Outlook from "Negative" to "Stable," citing the
City's massive tax -base, healthy pace of recovery from the effects of the pandemic, implementation of 3%Oahu Transient
Accommodations Tax and progress on the rail project.
• A comprehensive marketing campaign was conducted ahead of the bond sale, including a voluntary posting on EMMA, print and digital
advertisements, an online investor presentation as well as Zoom calls with the local Hawaii banks.
• The City received $64 million of orders during the retail order period, which led to an acceleration of the institutional pricing to take
advantage of favorable market conditions.
• Ultimately, the City received total orders of $178 million, including $124 million of individual and professional retail and $54 million of
institutional orders, leaving the transaction 1.8x oversubscribed,
• This strong demand allowed repricing to lower yields by up to 3 basis points in select maturities.
• BofA underwrote $11.2 million of bonds as of the verbal award to support the City.
• The City secured an All -in True Interest Cost of only 3.73%for the 25-year Series 20228 bonds and 2.35% for the 8-year Series 2022C
Taxable General obligation Bonds of 2M, Series GA, GE, GF, GG, Gil, GI and GJ
ember 29, 2i021
• The transaction consisted of all taxable bonds, the proceeds of which will be used to finance capital projects, refinance outstanding Bond
Anticipation Notes and advance refund outstanding G.O. bonds for economic savings.
• The finance team and Governor Ige met with each of the three rating agencies via a combination of video conference calls as well as in -
person meeting with S&P in Honolulu.
• As a testament to the State's improving economic conditions and sound financial management, Moody's affirmed the Aa2 rating and
revised the Outlook to Positive. S&P affirmed the AA+ rating and revised the Outlook to Stable and Fitch affirmed the AA rating with
Stable Outlook.
• The 2021 bonds were sold on a taxable basis to allow for a flexible use of proceeds at an attractive cost.
• The new money and BANS refunding Selves GD and GE bonds have no principal delay and a 20 year flna maturity
• One maturity on Series GO bonds was sold with a slight premium to cover costs of issuance on the GO and GE bonds.
• SofA worked with the State to determine the optimal mix of refunding candidates and ultimately structured five advance refunding
series which generated positive savings in every year with, with a particular focus on the peak year FY2026.
• All bonds were sold with a make -whole call and the Series GD and GE bonds were also sold with a 10-year par call.
• A Notice of Potential Sale was posted on EMMA ahead of the P.0 S posting to begin early marketing efforts
• An electronic investor presentation was disseminated in conjunction with the POS and was viewed by 24 investors.
• The State held one-on-one conference calls with Bank of Hawaii and F rst Hawaiian Bank
• A live investor presentation on Zoom was attended by 29 investors (many of whom submitted questions in advance).
• Additional disclosure language in the P.O.S. allowed the State to received $124 million of orders from 3 international investors.
• During the indications of interest and institutional order period the State received 58 b.l;ion of orders from 120 investors.
• Due to the strong investor demand, BofA was able to reduce the State's cred t spreads during both the Revised Price Guidance and
Launch calls by up to 16 basis points in certain maturities
• Along with the final pricing adjustments, the State was able to increase the transaction by $100 million at the final pricing.
• The State successfully secured multiple bids for a large $823 million escrow portfolio.
• The all -in true interest cost for the 2021 new money and BANS refunding was 2.43%.
• The advance refunding will generate $76.8 million in present value savings (8.49% savings of refunded par amount).
COP/Lease Revenue Financing Experience
BofA also is a leading underwriter of lease revenue bonds and
NATIONAL COP/LEASE
certificates of participation ("COP"), ranking as the "Number Two"
January 1, Z020to 2423 YTD
underwriter since 2020, having senior managed 57 financings
totaling over $3.9 billion. Of particular note, Mr. Lauterbur has
senior managed COP financings for the State of Hawaii (No. 1 Capitol
'f•
District State Office Building and Kapolej State Office Building) and
r,r
for the Department of Hawaiian Home Lands. We also served as co
senior manager on the Airports Division's ESCO COPS in 2013. This
"" s,.tcc
makes BofA a market leader of COPs in Hawaii, as there have only
Ie�-s- Seas
been five such issues sold by the State to date. Additionally, we are
appointed to serve as a senior manager the State's COPS to fund the
Source: Securities Data Company.
Note Rankings reflect true economics. Figures within bars
construction of Ala Wai Canal. While financing and construction is
denote number ofissues.Paramount inmillions,
currently on hold, we worked with the State and its financing team to initiate the financing process.
8 Page20 BofA SECURITIES ��.
BofA also is a leading underwriter of lease revenue bonds and COPs for municipal issuers throughout the West Coast.
This includes financings for the Oregon State Department of Administrative Service, the State of California Public
Works Board, the State of Arizona, the State of Colorado and the County of Los Angeles. Most recently, BofA senior
managed COP/Lease Revenue Bonds for the City of Los Angeles, City of Long Beach, County of Riverside, City of
Sacramento and the State of California Public Works Board. Below we provide case studies for the State of Hawaii's
2009 and 2013 COPS as well as recent transactions for the State Public Works Board of the State of California and
the County of Los Angeles.
State of Hawaii
$41,120AM Certificates of Participation (state 011111ce Bulldings) 2009 Series A
Sale date: October 15,1009
• BofA served as the sole manager for the State's refunding Certificates of Participation COPS 2009 Series A.
• Proceeds of the 2009 Series A Certificates were used to refund the State's $31,305,000 Certificates of Participation (Kapolei State Office
Building), Series 1998A and $15,880,000 Certificates of Participation (No. 1 Capitol District State Office Building), Series 2000A.
• BofA and bond counsel modernized the COPS lease provisions, eliminating the debt service reserve fund.
• BofA worked with the State and secured ratings of "Aa3/AA-/AA-" - only one notch below each of the State's respective General
Obligation Bond ratings.
• The retail order period on October 14th generated over $39 million of retail orders (95% of the bonds available), despite a volatile
municipal market.
• The retail order period was so successful that Bl was able to accelerate the institutional order period and price all of the bonds on
October 14th.
• The COPS refunding generated over $2.6 million of PV savings 5.6% and over $3.6 million of cashNow savings in FY2010&11.
$167,740,000 Series 2015 Lease Revenue CettlRcates of Participation ("COPE")
Sale Date: December 11 20133
• BofA served as a co•senior manager for Hawaii Airport Series 2013 Lease Revenue Certificates of Participation ("COPs")
• The COPS were sold to pay for $150 million 'n energy conservation projects at 12 of the State's 1S airports.
• The projects are part of a 20-year energy performance contract with Johnson Controls International anticipated to result in a 49%
reduction of energy usage.
• Changing airport lighting systems to LED, replacing heating and air conditioning systems, electric transformers and installing solar panels
over parking garages are the largest projects in the contract.
• The debt is structured as lease revenue certificates of participation payable from all net revenues of the Airports Division after payments
are made on the $877 million outstanding Airport System Revenue Bonds.
• The COPS were sold with an increasing debt service profile structured to match the increase in annual energy savings guaranteed from
Johnson Controls under the energy performance contract,
• Interest on the COPS will be subject to the alternative minimum tax.
• The COPS received an A3 rating from Moody's and A -minus ratings from both Standard and Poor's and Fitch. Those ratings are one notch
lower than the airport division's outstanding lease revenue bond debt.
• $75 million of professional retail orders were received and pricing was accelerated by one day due to strong market reception. The
financing received almost $1.2 billion of total orders, leaving it 6K oversubscribed.
• The all -in cost of the financing was 4.65%.
$467,550,00o Lease Revenue Bonds, 2021 Series C (Green Bonds —Climate Bond Comfled)
$94,9SGAW Lane Revenue Bonds, 2021 Series D
Salo Date: November 2, 2021
• On November 2, 2021, Boll served as book -running senior manager on the State Public Works Board's $562.5 million Lease Revenue
Bonds
• 2011C Bonds were issued to finance the New Natural Resources Headquarters
• Verified as Climate Bond Certified by Kestrel Verifiers
• Project will be a Zero Net Energy and LEED Platinum building and will advance multiple LIN Sustainable Development Goals
20210 Bonds were issued to finance various capital projects
• Bonds were structured with 4% and 5%coupons across the curve, a 10-year optional par call and 25-year final maturity
• BofA spearheaded a pre -marketing campaign that included an online investor roadshow
• Market reception was strong with $2.5 billion in total orders from a diverse investor base, including $219 million in retail orders during the
retail order period
• Oversubscription of S.Ox for the 2021C Bonds and 1.7x for the 2021D Bonds
• BofA reduced final yields by up to 12bps in certain maturities
■ Greater investor demand on the 2021C Bonds led to lower spreads to MMD up to 3bps in certain maturities compared to the
2021D Bonds
• Bol seamless pricing execution secured an attractive true interest cost of 2.6D% across the two series
Lease Revenue Refunding Bonds, 2022 Series G (forward DdNM)
• Bl served as book -runner on the County's Lease Revenue Refunding Bonds, 2022 Series G which were sold on an 8-month forward
delivery basis in order to tax-exempt refund its outstanding Series 2012 Bonds.
• Bl also served as co -senior manager on the County s concurrent sale of $260,110,000 Lease Revenue Bonds, 2021 Series F (Green
Bonds) new money financing.
• The ratings on the County's Lease Revenue Bonds were confirmed by Moody's, S&P and Fitch at Aa2/AA+/AA. Notably, S&P revised the
outlook on the County's lease rating from "Negative" to "Stable."
8 Page21 Bl SECURITIES 15��
• Both series of bonds were structured with no debt service reserve fund.
• As part of the marketing plan, the County posted an online investor presentation at the same time the POS was distributed on October
6th. The investor presentation was viewed by more than 20 unique institutional investors.
• The transactions entered the market on October 14th during a volatile market environment as investors focused on the Federal Reserve's
increasingly hawkish stance.
• Despite market volatility, the County's 2022 Series G forward refunding received tremendous investor reception with $1.1 billion of orders
(over 4.7x oversubscribed), allowing BofA to lower yields 4-7 basis points across the yield curve.
• The success of the refunding generated $61.2 million in present value savings or almost 21% of refundedpar) for the County.
Qualified Energy Conservation Bonds ("QECBs") and Energy Efficiency Leasing
The Stimulus Act of 2009 also created Qualified Energy Conservation Bonds ("QECBs") to finance facilities that reduce
energy consumption. Similar to QSCBs, these bonds can be sold either as tax credit or as federally subsidized bands.
QECBs are designed to provide the issuer with an interest subsidy of up to 70%. It is our understanding that the
State's allocation of $13.63 million has yet to be utilized.
BofA is one of only a handful of firms that have sold QECBs. Our experience includes transactions for the Los Angeles
Department of Water and Power, King County Washington and Rancho California Water District. A case study for
the City of San Diego financing is provided below.
City of San Diego
$13,100,000 2011 Taxable Qaaliffed Energy Consemadon Bond (`QEcaq Flnanding
Sale Date: April 15, 2011 _
• The City of San Diego selected BofA to provide $13.1 million in Taxable Qualified Energy Conservation Bond ("QECB") financing for a
Broad Spectrum Street Lighting program.
• BofA helped the City secure its allocation with the California Debt limit Allocation Committee ("CDLAC").
• The entire $17.8 million project will fund 36,000 energy -saving replacement street lights, with $13.1 million in QECB funds (for 28,700
street lights) and the balance in grant funding.
• Savings from the QECB funding are anticipated to be $1.6 million annually, with a one-time incentive of $614,000 from San Diego Gas &
Electric. In addition, the program cost savings are expected to cover debt service.
• The transaction closed on April 15, 2011.
• The City of San Diego is a significant client of BofA — past services have included treasury accounts, credit facilities and public finance
investment banking.
Banc of America Public Capital Corp (BAPCC), a wholly -owned subsidiary of Bank of America N.A., is an active
participant in the energy efficiency financing space. Financing vehicles include tax-exempt lease -purchase
agreements, tax -advantaged structures, non -tax and tax structured financing (energy/utility service agreements,
shared savings agreements). The types of projects financed includes energy efficiency projects such as renewable
(solar, wind and geothermal heating and cooling), lighting upgrades, HVAC, water conservation efforts, boilers,
chillers, etc. Below we provide list of the lease financings we purchased for the State of Hawaii.
Closing Date Department8/1/2013 Department of Accounting and General Services $18,834,612.90
4/13/2016 DOT - Airports Division 8,056,521.00
3/31/2017 DOT - Airports Division 51,473,426.71
7/8/2015 DOT - Highways Division 60,286,091.00
9/17/2015 DOT - Harbors Division 26,245,564.00
11/17/2017 University of Hawaii 6,301,662.00
11/17/2017 University of Hawaii 24,183,428.00
Total: $195,381,305.61
Short -Term Debt Instruments.
BofA's municipal variable rate portfolio is of manageable size, which E,
allows us to focus on individual programs. Our Municipal Money ` Aino
Markets ("MMM") desk currently manages over 700 municipal • Mode _ 0 =0WN
variable rate debt programs with an outstanding par amount of over Dail yvRDos $6;1
Weekly VRDOs 46.9
$59.7 billion. To ensure sufficient capital is available to support our W ekIyVLOATs 6.9
issuers' programs on an ongoing basis, including periods of market Commercial Paper 6.0
volatility, our MMM desk routinely evaluates and adjusts our _Total 9.7
underwriting limit. The MMM desk is currently staffed by four Note. Excludes auction Me securities. Amounts inbilhons.
underwriters/ traders/remarketing agents and is led by Mr. Thomas Murray. The desk exclusively underwrites and
markets short-term and variable rate municipal products and is supported by a team of four institutional short-term
sales professionals and two sales assistants that cover the largest money market funds, trust funds, investment
AMAL
LJO Page22 BofA SECURITIES ��
advisors, insurance companies, hedge funds and corporations. These professionals work jointly with our Institutional
Financial Consu;tants and local retail offices to sell and remarket short-term paper at the lowest possible yields. Of
note, most of BofA's "seasoned" variable rate programs have broad distribution networks, including high net worth
retail investors.
Below we have provided a case study for the City and County of Honolulu's tax-exempt commercial paper program.
BofA serves as the City's dealer for the program. The City has benefited greatly from this program over the past
decade as it has provided not only flexible interim financing but also an extremely low all -in cost of funds. We believe
that a commercial paper program could have significant benefits for the State's general fund, as well as for the
Airports Division and the University. We also provide a case study for the various variable rate programs that we
support for the State of California. This includes serving as remarketing agent on VRDOs, dealer on commercial paper,
underwriter on index floating rate bonds, providing bank LOC facility support and a $500 million revolving credit
facility.
City and County of Honolulu
$45111AM,ow Generai Obligation Tax -Exempt Commercial Paper,
GosbV Date. December, l5 2015 _
• BofA currently serves as dealer for the City and County of Honolulu's (the "City") entire Commercial Paper programs.
• The banking team has assisted the City with the pricing and administration of its commercial paper program since its inception in 2001,
including the facilitation and negotiation of its bank facility support in 2004, 2010, 2012, 2015, 2018, 2020, and most recently in 2023.
• The City most recently replaced its expired RBC facility with Bank of America, N.A..
• The City also expanded the program by $350 million to fund the rail system.
• The City's commercial paper program has proven a critical finance tool, not only for its extremely low cost as an interim financing vehicle,
but also as an alternative form of borrowing. In 2008, during the height of the financial crisis, the City was able to borrow with its
commercial paper program. This was at a time when both the variable rate (VRDOs and ARCS) and fixed rate markets were essentially
closed.
• The City also has used the commercial paper program to provide interim financing for the H-Power waste to energy fac.i,ty and Honolulu
Authority for Rapid Transportation (HART). The City was able to borrow on the commercial paper program in 2010, as the H-Power
private activity project qualified for tax exemption under the American Recovery and Reinvestment Act of 2009.
Various Variable Rate General 061itg+tEons Yk
BofA Serves as Remarketl_ne Agent
• $7S,000,000 Variable Rate General Obligation Bonds, 2003 Series B-2
• $75,000,000 Variable Rate General Obligation Bonds, 2004 Series A-4
• $85,850,000 Variable Rate General Obligation Bonds, 2005 Series A-1-1
• $98,100,00a Variable Rate General Obligation Bonds, 2005 Series B-2
• $49,100,000 Variable Rate General Obligation Bonds, 2005 Series B-3**
BofA Serves as Commercial Paper Dealer
• $500,000,000* General Obligation Commercia, Paper Notes, Series A1181**
* $500,DOO,D00* General Obligation Commercial Paper Notes, Series A2/82**
* $50,DDD,000 General Obligation Commercial Paper Notes, Series A6/B6**
• 500,000,000 General Obligation Commercial Paper Notes. Series 0/01
Bank of America, N.A. as Letter of Credit Provider
• $100,000,000 Variable Rate General Obligation Bonds, 2003 Series C-1
• $49,100,000 Variable Rate General Obligation Bonds, 2005 Series A-3
• $147,100,000 Variable Rate General Obligation Bonds, 2005 Series B-1
• $350,000,000 General Obligation Commercial Paper, Series A-6/11-6*
Bank of America, N.A. as Revolving Credit Facility Provider
• $500,000,000 General Obligation Revolving Credit Facility
Index Floating Rate Bonds
• $100,000,000 General Obligation Bonds, Series 20130 (Index Floating Rate Bonds)
*Shared with other dealers, 9ofA is allocated rolls from the State as needed.
"Currently outstanding.
Municipal Credit Products.
At BofA, our public finance and municipal credit professionals work together to seamlessly provide products and
services to best meet our clients' needs. Our value-added alternatives can include municipal credit products, capital
markets solutions, derivative enhancement and/or restructuring or a combination structured to balance the State's
overarching financing objectives, risk profile and ultimate cost of funds.
We are a leading credit/liquidity provider through Bank of America, N.A., our iega) counterparty for the majority of
credit facilities entered into by BofA, and we are active in both the traditional and direct purchase bank markets. As
8 Page23 BofA SECURITIES �1�/
one of the largest bank lenders in the world, the Bank's experience from 2018 through 2020 includes executing more
than $47 billion of municipal credit transactions nationally. Our municipal credit team has an extensive track record
of providing flexible and cost-effective "on- and off -balance sheet" credit solutions to a wide range of municipal
issuers, including states, cities, counties, airports/ports, utilities, and other revenue bond issuers.
Below please find several recent case studies for the Bank, the majority of which were executed on behalf of our
Western State clients. The case study for our December 2016 Harbors direct purchase was provided earlier in this
section, and was executed through our Municipal Credit Products team.
City and County of Honolulu
$100,00Q000 Genera) Obligation Commercial Paper Program
Closed pate: June 4 2023
• The City and County of Honolulu has long maintained a General Obligation Commercial Paper Program to provide interim funding for its
projects, previously supported by two separate bank liquidity facilities.
• In fall 2018, with the expiration date for one of the liquidity facilities approaching, the City and County requested that the incumbent
bank provide an extension, which such bank declined to provide.
• Based on the strength of BoWs overall relationship with the City and County, the Bank was able to quickly approve providing a substitute
liquidity facility to replace the expiring facility.
• In December 2018, the Bank closed on a one-year substitute liquidity facility, which will provide additional time for the City and County to
consider how best to utilize its CP program going forward.
• In December 2019, this facility was extended for an additional year.
• In December 2020, the City and County extended this facility with BANA on a negotiated basis, for an additional three years.
• In 2023 when a rating agency downgrade triggered a pricing Increase under this facility, BANA offered an early extension to extend tenor
and tower pricing; this extension closed in tune 2023 for an additional three year period.
State of Hawaii
$600,000,000 Taxable General Obligation Bond Anticipation Notes of 2020 (pIred ease)
Closed Hate: ±rlt 14, 2020 -
• The Notes were issued to fund on an interim bans $600 million of general governmental projects; the bridge loan w'I I help the State fund
critical projects that will in effect serve as a form of in -state fiscal stimulus.
• The State initially had planned a public sa-e, but decided to pursue a direct purchase given market volatility and uncertamt"round the
impacts of COVID-19 on the State's credit; the State ultimate y determined that drafting disclosure for a public sale pr or to its May 2020
Council on Revenues meeting was not feasible given the impact of COVID-19 on the State's budget; the municipal market was essent ally
shut down in the weeks leading up to the transaction.
• BANA was able to offer the State $600 million as an interim financing, to be refunded w th long-term G.O. bonds in 2020 or 2021.
• BANA expedited the transaction and executed the direct purchase with n two weeks compared to a public offering which typically takes
2-3 months.
• Although ratings were not required, the finance team assisted the State with the development of a comprehensive credit update for the
rating agencies in light of the potential impacts of COVID 19.
• The BANS were structured on a taxable basis to avoid any private activity issues
• The BANS were also structured with par coupons which helped avoid the State's premium limitation.
• The transaction included two tranches:
— $300 million maturing in 12 months (non -callable)
— $300 million maturing in 18 months (callable in 12 months)
• Public market new issuance during the week of pricing was only $4 billion (down from the typical $10 12 billion per week in more norma
markets).
• Over the two days leading up to pricing, 1-year US Treasury rates increased by 5 bps.
• In October 2020, the State and BANA agreed on a negotiated basis to a partial early prepayment of $400 million of BANS which provided
significant debt service savings to the State.
State of California
$350,000,000 General Obligation Commercial Paper Program
Closed pate: December h2020
• The State of California has long maintained multi -billion General Obligation VRDO and General Obligat on Commercial Paper Programs to
provide variable rate and interim funding, respectively, for a range of GO projects issued on behalf of various State departments and bond
acts.
• The Bank has served as one of the State's leading credit providers for many years, and in 2019 BANA extended our existing $250 million
VRDO and $350 million CP facilities for an additional two years, based on the results of a competitive RFP process.
• Most recently in December 2020, our $350 million CP facility was extended for an additional three years.
Page24 BofA SECURITIES ��
City and County of Honolulu
$252,520,0W Wastewater System Revenue Bonds, Series 2017 (Direct Purchase)
dosed Date: December 20, Z017 _
• Series 2017 FQ, FIR, and FS Bonds (tax-exempt) advance refunded Series 2011 DZ, 2012 EE, 2013 EH and 2014 for economic savings.
• The transaction initially kicked -off as a public bond sale that was scheduled to price in January 2018. As a result of the Tax Jobs and Cuts
Act of 2017, which proposed to eliminate tax-exempt advance refundings by December 31st, 2017, the State decided to also explore a
direct purchase with Bank of America.
• The direct purchase is an expedient financing as it does not require a disclosure document or credit ratings.
• The 2017 direct purchase loan was not rated, as Bank of America does not require ratings for direct purchases.
• The refunding was structured with three series, which will allow the State to realize uniform cashflow savings over the life of the
financing.
• The ultimate tenor of the direct purchase was 16 years, well beyond Bank of America's standard 10 year tenor restriction.
• BofA worked with Tax Counsel to confirm the multi -purpose allocations.
• The public municipal market weakened in the weeks leading up to the transaction due to the heavy supply of advance refundings
attempting to price and close before December 31st.
• The Interest rate set for the direct purchase was very comparable to where a public market rate would have been if sold on the same day
as the rate lock.
• The refunding generated over $19.3 million present value or 7.50% of refunded par.
• The 2017 Bonds maturity after 10 years have a 10-year par call.
Environmental, Social and Governance Bonds.
BofA is a leading underwriter in the "ESG" bond space, having senior ,jATJoSG ;
ONI) FINANCINGS
NAL
managed 101 financings for over $15.8 billion since 2020- This ianuary_1,202oto2023YTD'-.r I
includes a number of high profile corporate clients such as Toyota.
lefA SECUA1T145 �V/ $15,807
We served as senior manager on the first green bond transaction to
be sold by a municipal entity — the Commonwealth of C h s15.213
Massachusetts. We also played a leadership role in the
development of the Green Bond Principles (Principles) which were JP Morgan FS12,226
9aa
based on a white paper, "Framework for Green Bonds," published Gadman Sachs
in 2013 and co-authored by BofA. The white paper was republished
in January 2014 as the Green Bond Principles with the help of two Morgan Sla6w
additional drafting banks and the backing of nine other banks. This Source: Securities Data Company.
has helped catalyze the flow of funding to support Green projects Note. Rankings reflect true economics. Figures within bars
globally. BofA remains the only global financial institution to issue denote number of issues. Par amount in millions.
securities with the Equality Progress label that is designed to advance racial and gender equality and economic
opportunity. As a leader in the space and as an ESG Bond issuer itself, BofA understands the internal processes and
requirements of administering a ESG Bond program as well as enjoys the benefits of offering ESG Bonds and is well
positioned to share this expertise with the State. Most importantly, we senior managed the State of Hawaii's green
bond transaction in 2015 — proceeds of which used to make the Turtle Bay land acquisition. Case studies for this
transaction as well as two case studies for the City and County of Honolulu (General Obligation and Wastewater) are
provided below.
$35,000,000 General obligation Bonds of 2US, Series EU --
sale Date: October 15t 2015 _
• The Series EU Bonds were designated as Green Bonds and sold for paramount of $35,000,000 of proceeds will be used to acquire land for
conservation purposes.
• The land acquisition is located on the North shore of Oahu, near the Turtle Bay Resort.
• The acquisition was part of an agreement reached with the Turtle Bay developers, who in turn for selling the land into conservation,
would be allowed to develop a portion of the r property for residential homes, two small hotels and timeshare units.
• The conservation land includes 617 acres which will go to the State and 48 acres to the City and County of Honolulu (from Kawela Bay to
Kahuku Point).
• Protects in perpetuity 4% of Oahu's coastline, and provides public access of four miles of coastline, eight miles of trails.
• Turtle Bay Resort is solely responsible for maintenance, security and liability.
• Due to the par-ish coupon structure, the all -in True Interest Cost for the Series EU (Green Bonds) was only 2.96%.
• The Series EU Green Bonds were also sold with a parish structure to minimize total premium and hence limit the State's requirement to
track these proceeds going forward.
• The Green Bonds priced at a slight pricing advantage in select maturities versus the comparable non -green issue.
• The bonds maturing after 10 years will have a par call feature.
Page25 BofA SECURITIES ���/
$241,355,000 Wastewater System Revenue Bonds, Senior Series 2022A (Green Bonds)
Sale Oats: Mat 13l 2022 _ ..
• Proceeds will finance additions and improvements to the Wastewater System.
• The City and ENV self -designated the Series 2022A Bonds as "Green Bonds" given that the use of proceeds is consistent with the Green
Bond Principles, as promulgated by the International capital Market Association.
• The City and ENV met with Moody's and Fitch in person in Honolulu, including site tours of the Honoulwli Wastewater Treatment P ant
and Sand Island wastewater Treatment Plant.
• Fitch Ratings affirmed the Wastewater System Revenue Bond rating at "AA" with a "Stable" Outlook. Moody's Investor Services also
affirmed the Bonds at "Aa2" with a "Stable" Outlook.
• A Voluntary Notice of Sale was posted to EMMA in advance of the P.O.S. posting.
• A comprehensive retail investor outreach effort included both print and digital advertising.
• An online investor presentation was disseminated along with the POS.
• The City and ENV held one-on-one Zoom calls with First Hawaii Bank and Bank of Hawaii.
• The City and ENV held a live investor presentation with a Q&A session for institutional investors on May 9v'.
• The transaction received over $220 million in orders during a one -day retail only order period on May 10", including $8 million from
individual retail investors.
• Institutional investors submitted an additional $130 million of orders during pricing on May 11'.
• The all -in true interest cost on the bonds was 4.20%, which included a 30-year final maturity and a 10- ear par call.
$20,060,000 General Obligation Bonds, Series 20176
Sale Date: August 16, 2017 _
• The Series 2017G Green Bonds (taxable) were designated as Green Bonds and sold for paramount of $20 million of capital improvements
at the H-Power facility.
• The City's ratings were affirmed by Moody's and Fitch at Aal and AA+, respectively— both with Stable Outlooks.
• The facility was originally built in 1990 and underwent a major expansion project which was completed in 2012.
• There was no requirement for the City to provide further project updates since the facility have been fully expended.
We also provide below case studies for financings we led for the State of Connecticut and the State of California's
State Public Works Board.
State of Connecticut
$300,000,ODD General Ob WM*n Bonds (2021 Series B) (Social Bonds)
$169,265,000 General Obilgstlon Refunding Bonds 12021 Series Q
$221,225,000 General Obligation Refunding Bonds (2021 Series 01 (Forward Delhrery) {Soclal Bonds)
Sale Date: May 19, 2021
• On May 19, 2021, BofA Securities ("BofA") served as lead bookrunner for the State of Connecticut's ("State") $691 million tax-exempt
General Obligation Bonds
• The ,ssue included three series of bonds: 1) $300 million Series B Bonds, which will finance new capital projects, 2) $169 million Series C
Bonds, which will refund outstanding bonds for savings, and 3) $221 million forward -delivery Series D Bonds, which will refund
outstanding bonds for savings
• Thi s offering represented the State's Inaugural issuance of Social Bonds, with the proceeds from the Series B and D Bonds being used to
finance school construction and related education expenses and refund bonds originally issued to fund education -related projects,
respectively
■ The State designated the Series B and D Bonds as "Social Bonds" based upon their alignment with the core components of ICMA's
Social Bond Principles, including access to the essential service of quality education, and "Goal 4: Quality Education" of the United
Nat:ons 17 Sustainable Development Goals
• The Series B Bonds were structured with level principal amortization over 20 years (2021-41) and a 10-year par call, and the Series C and D
Bonds were structured to generate level annual savings by refunded bond series, with the Series C Bonds maturing 2021-24 and Series D
Bonds maturing 2022-31
• The State achieved three rating upgrades in conjunction with the transaction (with four total upgrades over the past two months), and the
Bonds were rated Aa3 by Moody's, A+ by S&P, AA- by Fitch and AA by Kroll — all with stable outlooks
• BofA led a robust marketing process that included: 1) posting a Notice of Potential Financing on EMMA two weeks prior to POS release; 2)
posting a slides -only investor presentation and video from the Treasurer in conjunction with the POS; 3) advertising via print, digital and
streaming services; and 4) fielding investor questions by phone and email
■ 81 unique investors ultimately viewed the State's investor presentation and/or video in some capacity, 19 of whom ultimately
placed orders
• Individual and professional retail investors received priority access to the Series 8 and C Bonds during a one -day retail order period, with
first and second priority given to Connecticut individual and professional retail, respectively
■ The retail order period generated nearly $556 million in orders, with over 20%from Connecticut retail
• Given the strong retail response, BofA proposed tightening spreads by 1-4 bps for the institutional pricing
■ ESG investors received priority access during the institutional pricing
• The inst tutional pricing generated an additional $2.8 billion In priority orders, resulting in $3.4 billion total priority orders and
subscription ranging from 1.5x to 10.7x
• The strength of the subscription allowed BofA to lower yields by 2-10 bps across the curve
• 102 unique investors submitted orders for the Bonds, including three ESG investors and 23 new investors
• The State ultimately achieved an ail -in TIC of 1.594% and refunding NPV savings of $55.4 million (12.7%), with a 7 by forward premium
on the Series D Bonds "5 bps per month
e_1
Page26 BofA SECURITIES ��{'
$467,550,000 Lease Revenue Bonds, 2021 Series C (Green Bonds — Climate Bond Certified)
$94,950,000 Lease Revenue Bonds, 2021 Series D
Safe Date: November 2, 2021 _
• On November 2, 2021, BofA served as book -running senior manager on the State Public Works Board's $S62.5 million Lease Revenue
Bonds
■ 2021C Bonds were issued to finance the New Natural Resources Headquarters
■ Verified as Climate Bond Certified by Kestrel Verifiers
■ Project will be a Zero Net Energy and LEED Platinum building and will advance multiple UN sustainable Development Goals
• 2021D Bonds were issued to finance various capital projects
• Bonds were structured with 4% and 5% coupons across the curve, a 10-year optional par call and 25-year final maturity
• BofA spearheaded a pre -marketing campaign that included an online investor roadshow
• Market reception was strong with $2.5 billion in total orders from a diverse investor base, including $219 million in retail orders during the
retail order period
• Oversubscription of 5.0x for the 2021C Bonds and 1.7x for the 2021D Bonds
• BofA reduced final yields by up to 12bps in certain maturities
■ Greater investor demand on the 2021C Bonds led to lower spreads to MMD up to 3bps in certain maturities compared to the
2021D Bonds
• BofA's seamless pricing execution secured an attractive true interest cost of 2.6D% across the two series _
Community Facility District/Special Assessment District Bonds
BofA has significant experience in underwriting and distributing land -secured financings such as Assessment District
Bonds ("AD") and Community Facility District ("CFD") financings. This experience dates back to the 1980's, when
Merrill developed many innovative structures for land secured transactions in California and Hawaii. Such structure
involved issuing variable debt in the development stages of the project, and subsequently refunding to fixed rate
bonds once the improvements are completed and ready for sale by the developers.
BofA's lead banker for the County, Frank Lauterbur, has extensive land secured financing experience. In fact, during
his 30-year career, Mr. Lauterbur has worked on both residential and commercial land development projects. Over
this timeframe, he has senior managed transactions for municipalities including the Hawaii Community Development
Authority (3 separate non -rated improvement district issues in 1986,1988, and 1990), the Department of Hawaiian
Homelands ($18 million non -rated revenue bond financing), Los Angeles County (5 senior managed CFD
transactions), City of Irvine (S senior managed issues), Orange County ($165 million variable rate assessment district
for the Newport Coast project), City of Long Beach (a taxable assessment district issue to fund seismic retrofitting in
1990 and a special tax transaction for the City's commercial project in 2002), City of Tustin (4 assessment district
issues), City of Manhattan Beach (underground utility assessment district financings in 2004 & 2006), City of
Huntington Beach (Bella Terra Project), and the Rancho California Water District (CFD #89-5 issued in conjunction
with the County of Riverside in 1998). Throughout Mr. Lauterbur's career he has worked with major real estate
developers including The Irvine Company, Lennar Homes, Developers Diversified Realty, The Walt Disney Company
and Howard Hughes Land Development (General Growth). Our team was also recently named Senior Manager on a
CFD financing for the City of Sacramento scheduled to come to market later this year.
(a Page27 BofA SECURITIES 1�