CONTRACT 5941B Amendment CLOSEDAgreement No. 5941 B
Agreement No.
SECOND AMENDMENT TO
PROFESSIONAL SERVICES AGREEMENT NO. 5941
BETWEEN
THE CITY OF EL SEGUNDO AND
KNN PUBLIC FINANCE, LLC
This Second ("Amendment") is made and entered into this 19th day of January, 2021, by
and between the CITY OF EL SEGUNDO, a municipal corporation and general law city ("CITY")
and KNN PUBLIC FINANCE, LLC, a limited liability corporation ("CONSULTANT"). The
parties agree as follows:
1. The parties desire to amend the Agreement by increasing the total amount of the
Agreement by $32,600, so that the total, not -to -exceed amount of the Agreement is
$82,500.
2. This Amendment may be executed in any number or counterparts, each of which will
be an original, but all of which together constitutes one instrument executed on the
same date.
3. Except as modified by this Amendment, all other terms and conditions of Agreement
No. 5941 remain the same.
[Signatures on next page]
Agreement No. 5941 B
Agreement No.
IN WITNESS WHEREOF the parties hereto have executed this Amendment the day and
year first hereinabove written.
CITY I= EL SEGI.)N O
k �ott M ,
City Manager
ATTEST:
CfyvClerk
KNN PUBLIC FINANCE, LLC.
?NfarkYoung,-
2 nt
Direc or
Taxpayer ID No. 9 1 --p I g b 3'�p i
APPROVED AS TO FORM:
17
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Mark D. Hensley, f '
City Attorney 02
-2-
Exhibit A
Agreement No. 5941 B
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Date: December 3, 2020
To: Joseph Lillio, Director of Finance
City of El Segundo
From: Mark Young, Managing Director
KNN Public Finance, LLC
Re: Addendum to Professional Services Agreement: Scope of Services, Fee Proposal and
Disclosures Pursuant to MSRB Rules G-42 and G-10
This memo sets forth KNN's proposed scope of services and fees for the City of El Segundo's proposed 2021
Taxable Pension Obligation Bonds ("2021 POBs"). This letter supplements the approved Professional Services
Agreement No. 5941 Between the City of El Segundo and KNN Public Finance, LLC, dated July 22, 2020 (the
"Agreement"), and the approved Second Amendment to the Agreement, dated October 12, 2020.
Scope of Services
KNN shall perform the following services, as appropriate, in connection with the 2021 POBs transaction:
i) Prepare transaction schedule, distribution list, and other documents ancillary to the transaction.
ii) Issue, review, and evaluate RFPs for bond counsel, disclosure counsel, and underwriters.
iii) Provide estimated debt service schedules and review such schedules developed by the underwriter.
iv) Coordinate financing team efforts, including City staff, bond and disclosure counsel, underwriter, and any
other party, with respect to the preparation, review and approval of the financing.
v) In conjunction with the underwriter and bond counsel, recommend specific financial covenants, terms and
provisions, including, maturity schedules, timing of sale, call provisions and related matters.
vi) Review and provide appropriate revisions and recommendations to legal documents, including the official
statement, the indenture and other documents.
vii) Assist the City in the preparation of documents related to the bond issue, including staff reports.
viii) Review debt policy for updates and disclosure reporting as needed.
ix) Attend meetings with City staff, consultants and council, as requested.
x) Review the underwriter's proposed discount and expenses, proposed interest rates, sales effort and
generally assist City in pricing negotiations.
xi) Assist with the review and execution of closing documents.
Fees
KNN proposes a fee of $80,000 for municipal advisor services associated with the City's 2021 POBs. Expenses
will be capped at $2,500. Fees are contingent on the successful sale of the financing.
2054 University Avenue, Suite 300 Berkeley, CA 94704 I Nlain 510-839-8200
5901 W. Century Boulevard, Suite 750 Q Los Angeles, CA 90045 I Main 310-348-2901
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Agreement No. 5941 B
Addendum: Scope of Services, Fees and MSRB Disclosures I December 3, 2020 1 pg. 2
Disclosures Pursuant to MSRB Rules G-42 and G-10
Pursuant to Municipal Securities Rulemaking Board ("MSRB") Rule G-42, on Duties on Non -Solicitor
Municipal Advisors, Municipal Advisors are required to make certain written disclosures to clients which
include, amongst other things, Conflicts of Interest and any Legal or Disciplinary Events of KNN Public
Finance, LLC ("KNN Public Finance") and its associated persons.
Below please find disclosures from KNN Public Finance to the City in each area.
Conflicts of Interest
Qtlicr NhLWciipral Advisor Rlationshi -),, KNN serves a wide variety of other clients that may from time to time
have interests that could have a direct or indirect impact on the interests of the City of El Segundo. For
example, KNN serves as municipal advisor to other municipal advisory clients and, in such cases, depending on
the client, owes either a fiduciary duty or a duty of care to such other clients just as it does to City of El
Segundo under this engagement. Overlapping clients may include overlapping jurisdictions within the County.
These other clients may, from time to time and depending on the specific circumstances, have competing
interests. In acting in the interests of its various clients, KNN could potentially face a conflict of interest arising
from these competing client interests. KNN fulfills its regulatory duty and mitigates such conflicts through
dealing honestly and with the utmost good faith with City of El Segundo.
Compensation. KNN Public Finance represents that in connection with the issuance of municipal securities,
KNN Public Finance may receive compensation from an Issuer or Obligated Person for services rendered,
which compensation is contingent upon the successful closing of a transaction and/or is based on the size of a
transaction. Consistent with the requirements of MSRB Rule G-42, KNN Public Finance hereby discloses that
such contingent and/or transactional compensation may present a potential conflict of interest regarding KNN
Public Finance's ability to provide unbiased advice to enter into such transaction. This conflict of interest will
not impair KNN Public Finance's ability to render unbiased and competent advice or to fulfill its fiduciary duty
to the Issuer.
If KNN Public Finance becomes aware of any additional potential or actual conflict of interest after this
disclosure, KNN Public Finance will disclose the detailed information in writing to the Issuer in a timely
manner.
Legal or Disciplinary Events
KNN Public Finance, LLC, has never been subject to any legal, disciplinary or regulatory actions nor was it ever
subject to any legal, disciplinary or regulatory actions previously, when it was a division of Zions First National
Bank or Zions Public Finance, Inc.
A regulatory action disclosure has been made on Form MA-1 for one of KNN's municipal advisory personnel
relating to a 1998 U.S. Securities and Exchange Commission ("SEC") order that was filed while the municipal
advisor was employed with a prior firm, (not KNN Public Finance). The details of which are available in Item
9; C(1), C(2), C(4), C(5) and the corresponding regulatory action DRP section on Form MA and Item 6C; (1),
(2), (4), (5) and the corresponding regulatory action DRP section on Form MA-1. Issuers may electronically
access KNN Public Finance's most recent Form MA and each most recent Form MA-1 filed with the
Commission at the following website: �v a sec � av/eclgai.atrc� lh 11 _J gmpagXseavch.1'lq:slil'.
The SEC permits certain items of information required on Form MA and Form MA -I to be provided by
reference to such required information already filed on a regulatory system (e.g., FINRA CRD). The above
noted regulatory action has been referenced on both Form MA and MA-1 due to the information already filed
2054 University Avenue, Suite 300 1 Berkeley, CA 94704 I Main 510-839-8200
5901 W. Century Boulevard, Suite 750 Los Angeles, CA 90045 I Main 310-348-2901
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Agreement No. 5941 B
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Addendum: Scope of Services, Fees and MSRB Disclosures I December 3, 2020 1 pg. 3
on FINRA's CRD system and is publicly accessible through BrokerCheck at lmmt: harc�kl.c �a e la ',t`1 For
purposes of accessing such BrokerCheck information, the Municipal Advisor's CRD number is 4457537.
There has been no change to any legal or disciplinary event that has been disclosed on KNN Public Finance's
original SEC registration Form MA filed on February 8, 2016 or Form MA-I's filed on January 22, 2016.
Additional Disclosures — MSRB Rule G-10
Pursuant to Municipal Securities Rulemaking Board Rule G-10, on Investor and Municipal Advisory Client
Education and Protection, Municipal Advisors are required to provide certain written information to their
municipal entity and obligated person clients which include the following:
a) KNN Public Finance, LLC is currently registered as a Municipal Advisor with the U.S. Securities and
Exchange Commission and the Municipal Securities Rulemaking Board.
b) Within the Municipal Securities Rulemaking Board ("MSRB'� website at www.msrb.or-, City of El
Segundo may obtain the Municipal Advisory client brochure that is posted on the MSRB website. The
brochure describes the protections that may be provided by the MSRB Rules along with how to file a
complaint with financial regulatory authorities.
City of El Segundo
350 Main Street
El Segundo, CA 90245
Signed:
Name:
Title:
Date:
KNN Public Finance, LLC
2054 University Avenue, Suite 300
Berkeley, CA 94704
Signed:
Name: Mark Young
Title: ^lina it Director
Date: December 3, 2 220
2054 University Avenue, Suite 300 ( Berkeley, CA 94704 1 ."plain 510-839-8200
5901 W. Century Boulevard, Suite 750 I Los Angeles, CA 90045 1 Main 310-348-2901
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