146 International Journal on Governmental Financial Management – 2008
Preparing the Bond Offering
When a governmental or municipal entity needs to borrow money, the first step in that process is to hire a financial advisor. A financial advisor conducts an in-depth assessmentof the issuer’s financial capacity and offers options for addressing its borrowing needs. If the entity decides to tap the capital markets for funds, the financial advisor makesrecommendations as to the particular type of debt to issue, its method of issue, and anyfeatures that will enhance marketability or risk management. We discuss each of theseaspects later in the paper. In addition, if voter approval is necessary to issue debt, theadvisor may help the entity strategize for passage of public bond measures.After many of the specifics of the bond offering are finalized, the financial advisor then begins the marketing efforts for the bond sale. The most important instrument for this purpose is the official statement (OS). The official statement is the public sector counterpart to the private sector prospectus, and contains detailed information on thesecurities to be offered. Although OS content and quality will vary according to state lawsand the financial advisor’s diligence, it will typically list various geographic, economic,legal, and financial details about the issuer. It will also contain (1) the purpose for issuingthe bonds, (2) the revenue sources pledged for debt service, (3) the bond counsel’s opinionas to the tax status of the bonds, (4) the dates and amounts of the maturity payouts – alongwith applicable call price information, (5) the bonds’ credit rating(s), and (6) creditenhancement provisions such as bond insurance or state aid funds. Financial statementsare the perhaps the most important content within the OS, and may range from selectedaudited statements to the entire comprehensive annual financial report (CAFR). TheCAFR contains a full set of financial and auditor statements, plus various other components such as management discussion and analysis and statistical tables.
Methods of Sale
After the financial advisor compiles the official statement, he or she may advertise in the professional media the intention to solicit bids or proposals from underwriters.Underwriters actually purchase the bond issue for subsequent placement or distributionamong investors interested in buying the bonds. Public bond sales typically involve either a competitive or a negotiated arrangement. In a competitive bid, inquiring underwriters aregiven the OS, the date and time of the bid, and the bid parameters such as the basis for awarding the bid (usually the lowest interest cost of the issue), coupon limitations, and premium or discount limitations. The advisor then administers the bidding process,confers with the issuer about the bids received, and announces the underwriters with thewinning bid. If the bond issue is a negotiated deal instead of a competitive bid, thefinancial advisor will oversee the negotiation process on behalf of the bond issuer. Negotiated deals are often preferred to competitive bids during periods of volatility or if the bond issue is large and complex. Negotiated issues are also controversial. Research
Add a Comment