3-UW RFP 2025 ESBD Final Draft 10-02-25.pdf

332-RFP26-1000 Page 1 of 42

Texas Department of Housing and Community Affairs

Request for Proposals 332-RFP26-1000 for

Underwriting Services By Texas Department of Housing and Community Affairs

**CURRENT TDHCA UNDERWRITING TEAM

PLEASE DO NOT RESPOND.**

THIS RFP IS TO ADD FIRMS TO EXISTING TEAM.

Anticipated Schedule of Events Date RFP Issuance: October 2, 2025 Written Questions Due: October 15, 2025 at 2pm CT Response to Questions Post: October 22, 2025 or as soon as practical thereafter Proposals Due: November 5, 2025 at 2pm CT Contract Execution: November 19, 2025 or as soon as practical thereafter Commencement of Work: December 1, 2025 or as soon as practical thereafter

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TABLE OF CONTENTS

PART I GENERAL INFORMATION

1.1 Introduction

1.2 Background

PART II SCOPE OF WORK

2.1 Service Description

2.3 Term of Agreement

2.4 Limitation of Authority

PART III GENERAL INFORMATION

3.1 Authority

3.2 TDHCA Rights

3.3 Respondent Obligations

3.4 Successful Respondent Obligations

3.5 Schedule of Events

3.6 Issuing Office

3.7 Submission of Offers

3.7 Submission of Offers

3.8 Submission of Questions

3.9 Confidential Information; Nondisclosure; Open Records

3.10 Media Releases

3.11 Non-exclusivity

3.12 Incorporation of Exhibits

3.13 Transition of Services

3.14 Payment and Invoices

PART IV PROPOSAL FORMAT

4.1 Introduction

4.2 General Organization of Proposal Contents

The Proposal must identify any subcontractors and outline the contractual relationship between Respondent and each proposed subcontractor. The Respondent is solely responsible for any proposed subcontractor’s work performed under any contract resulting from this RFP

PART V PROPOSAL EVALUATION AND SELECTION

5.1 Evaluation Process

5.2 Selection Criteria

5.3 Respondent’s Past Performance

5.4 Protest Procedures

“INTENTIONALLY LEFT BLANK”

EXHIBIT A TERMS AND CONDITIONS

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EXHIBIT B EXECUTION OF PROPOSAL

RFP#332-RFP26-1000

EXHIBIT C HUB SUBCONTRACTING PLAN

EXHIBIT D NONDISCLOSURE AGREEMENT

EXHIBIT E CONFLICT OF INTEREST STATEMENT

EXHIBIT G VENDOR REFERENCE QUESTIONNAIRE

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PART I

GENERAL INFORMATION

1.1 Introduction

The Texas Department of Housing and Community Affairs ("TDHCA" or the “Department”) was created pursuant to Chapter 762, Acts of the Seventy-second Legislature of the State of Texas, Regular Session, 1991, as designated in Chapter 2306, Government Code in part to increase the supply of affordable housing for low- and moderate-income Texans. The Bond Finance Division of TDHCA issues tax-exempt and taxable bonds as well as other alternative types of funding to finance single-family mortgage loan to low- and moderate-income first-time buyers and veterans.

TDHCA is governed by a six-member Board appointed by the Governor with the advice and consent of the Senate serving staggered six-year terms with the terms of three directors expiring on January 31 of each odd-numbered year. Members may be re-appointed.

As a result of this RFP, the Department anticipates inviting successful respondents to participate in the Underwriting team on future TDHCA MRB issuance. The timing and number of transactions resulting from this RFP are at the discretion of the Department.

1.2 Background

The Department is issuing this Request for Proposal (“RFP”) for Underwriting Services to add firms interested in serving as Senior Manager and/or Co-Manager for one or more proposed TDHCA single family Mortgage Revenue Bond issues, beginning in fiscal year 2026. The State’s fiscal year is from September 1st through August 31st.

The Department currently seeks to add up to four additional firms to the current underwriting team with a preference for firms with strong retail distribution. For each proposed bond issue, the Department will select, from the underwriting team, a Senior Manager and Co-Managers based on the Underwriters best suited to the specifics of the transaction, with no pre-determined rotation or formula for participation by Underwriters.

Description of the Texas Department of Housing And Community Affairs

TDHCA, a public and official governmental agency of the State of Texas (the “State”), was created pursuant to and in accordance with Chapter 2306, Texas Government Code, as amended from time to time (together with other laws of the State applicable to the Department, the “Act”). TDHCA is the successor agency to the Texas Housing Agency (the “Agency”) and the Texas Department of Community Affairs (the “TDCA”), both of which were abolished by the Act and their functions and obligations transferred to TDHCA.

One of the purposes of TDHCA is to provide for the housing needs of individuals and families of very low, low, and moderate income and families of moderate income in the State. Pursuant to the Act, TDHCA may issue bonds, notes, or other obligations to finance or refinance residential housing and to refund bonds previously issued by the Agency, TDHCA, or certain other quasi-governmental issuers.

Single Family Homeownership Program

The Department has a robust single family homeownership program, through which mortgage loans are originated through a network of participating lenders. Tax exempt financing (bond and MCC) is made available to low to moderate income

332-RFP26-1000 Page 5 of 42 first-time homebuyers that meet IRS requirements for tax exempt bond programs, including purchase price and income limits. Taxable loans originated through the Department’s program have higher income limits (125% for non-targeted area loans and 140% for targeted area loans), and do not have a purchase price limit overlay.

TDHCA’s Single Family Mortgage Loan Program provides first and second lien mortgage loans funded by MRBs through the My First Texas Home Program (“MFTH”).

Eligible mortgage loans include FHA, VA, USDA-RD. All first mortgages are pooled into Ginnie Mae Mortgage-Backed Securities (“MBS”). Loan and financing structures are subject to change by TDHCA at any time. The Department’s Financial Advisor will assist the Department in evaluation loan and financing structure options under consideration by staff or proposed by financing team members.

TDHCA Mortgage Revenue Bond Program

The Department issues tax-exempt and taxable bonds for new origination on a regular basis and currently has an underwriting team that consists of eight underwriters, all of which are eligible to be senior book-running manager, co-senior manager, or co-manager.

Currently, all mortgage loans originated through bond issuance are either unassisted (no DPA) or are accompanied by a repayable, 0% non-amortizing, 30-year second loan that is due on sale or refinance.

The Department has financed over $3 billion in mortgage loans using bond proceeds over the past five years.

Indentures and Servicing

The Department has two single family indentures, Residential Mortgage Revenue Bond (RMRB) and Single Family Mortgage Revenue Bond (SFMRB). TDHCA is currently issuing out of the RMRB indenture exclusively. TDHCA also uses these indentures to fund DPA and excess servicing fees. Full sets of cash flows are submitted to the rating agencies (Moody’s and S&P) at least annually.

The Money Source (TMS) is the Master Servicer on all new mortgage loans originated by TDHCA on a released servicing basis.

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Indenture Summary:

PART II

SCOPE OF WORK

2.1 Service Description

Generally, Underwriters acting as Senior Manager or Co-Manager will be expected to:

a. Remain current and knowledgeable with respect to the Department’s goals and efforts to provide financing assistance to low- and moderate-income first-time homebuyers.

b. Remain knowledgeable of financing structures being used by HFAs across the country to provide financing assistance to low- and moderate-income first-time homebuyers and convey this knowledge to assist the Department in developing programs to meet the needs of these homebuyers.

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c. Analyze financing options for new money origination and refunding bond issues and work with Staff and the Department’s financial advisor to determine the relative merits of proposed structures.

d. Coordinate with the working group (Staff, financial advisor, bond counsel, disclosure counsel, and others as necessary) to discuss various financing options and the pros and cons of each structure.

When serving as Senior Manager for a transaction, the Senior Manager will act on behalf of the Underwriters assigned to the transaction (the “Underwriting Syndicate”) and will:

a. Coordinate with the financing team for each transaction; generate and/or give input on the transaction schedule and distribution list.

b. Depending on the transaction, the Senior Manager may be required to run numbers (cash flows), in tandem with the Department’s Financial Advisor.

c. Provide a breakout of the proposed fees (including takedown) and expenses for the transaction and negotiate fees and expenses on behalf of the Underwriting Syndicate.

d. Provide a proposed breakout of liabilities among the Underwriting Syndicate.

e. Provide a proposed designation policy.

f. Provide the Department with a draft Agreement Among Underwriters (electronic); distribute final to co-managers for electronic execution prior to pricing.

g. Keep Co-Managers for the transaction engaged and fully informed as to financing and structure details and transaction timing.

h. Review all preliminary, pricing, and final wires with Staff and the Department’s financial advisor prior to release.

i. Provide Staff and the Department’s financial advisor with access to real-time pricing information on an order-by-order basis through IPREO or a similar platform.

j. Execute the Bond Purchase Agreement on behalf of the Underwriting Syndicate.

k. Provide Staff with a preliminary allotments report, on an order-by-order basis.

l. Review and consult with Staff and the Department’s financial advisor regarding the allotment of bonds to ensure that Department goals are being met, that Co-Managers are being treated fairly, and that investors/accounts are being treated in a manner that encourages interest and participation in future Department transactions.

m. Provide Staff and the Department’s Financial Advisor with a final allotments report, on an order-by-order basis.

n. Provide Staff with a preliminary, updated, and final (when available) designations report on an order-by-order basis.

o. Generate a closing memorandum to track the flow of funds and outline the events that need to occur for a successful bond closing.

p. Provide a final pricing book to the Department, the form and timing of which will be agreed upon with Staff at the time of bond pricing.

2.2 Underwriter Qualifications

Provide a brief overview of your firm. Describe, in general terms, your firm’s organizational structure and provide the location of your headquarters. Include information describing your firm’s municipal bond underwriting operation. Please provide a general overview of your company’s policy on background checks of employees and how your company handles confidential documents.

A. DISTRIBUTION CAPABILITIES

Please describe your firm’s distribution capabilities in detail. Include the name(s) and office location of the underwriter(s) that would be assigned to the Department’s account and describe their approach to marketing and pricing single family mortgage revenue bonds, including their perspective on when to reprice versus underwrite unsold balances. Please also provide:

1. Number of professionals (analyst level or above) specializing in public finance.

2. Indicate whether or not your firm has a separate and distinct housing finance group.

3. Number of professionals (analyst level or above) specializing in housing finance.

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4. Number of Retail Municipal Bond Salespeople.

5. Number of Institutional Municipal Bond Salespeople.

6. Number of Taxable Municipal Bond Salespeople.

B. EXPERIENCE

From January 2023 to current date, list in table form the experience of the firm (or firm bankers) as underwriter for negotiated new money and refunding single family mortgage revenue bond transactions for State Housing Finance Agency Clients. Provide as an attachment or an appendix, with the column headings across the top in order from left to right. Please total each category and/or column by year and show an overall total. Use the column headings provided below for your response.

Date of Issue Name State HFA Issuer Issue Amount Role in Transaction (Senior Manager, Co-Senior Manager or Co-Manager) Structure (Traditional MRB with PAC, FRNs, Pass Through, etc.)

Purpose (New Money or Refunding) Tax Treatment (Tax-Exempt AMT/Non-AMT, Taxable) Type (Fixed Rate or Variable) Participation/Liability % Dollar Amount of going-away orders submitted by firm Dollar Amount of unsold bonds underwritten (taken down by the firm)

TDHCA has the option to notify vendors of any failure to provide deliverables withing the agreed upon deadlines of failure to meet performance standards as outlined below. Failure to meet performance standards will result in a notification from the Department requestion resolution within ten (10) days of said notification. TDHCA may exercise any other right, remedy, or privilege with may be available to it under applicable law of the State and any other applicable law or may proceed by appropriate court action to enforce the provisions of the contract.

2.3 Term of Agreement

If awarded, the initial term of the agreement is expected to begin December 1, 2025, or as soon thereafter as practical, and to terminate August 31, 2027. There will be no annual extensions of this agreement.

An agreement awarded under this RFP, if any, shall incorporate this entire RFP. The Department reserves the right, in its sole discretion, to make an award without negotiation of these provisions. In the event the Department requires negotiations with respondents, any modifications or clarifications agreed to with successful respondents during contract negotiations shall also be incorporated into the final, executed agreement. Each respondent must review these terms and conditions in Exhibit A and otherwise in this RFP and must address any concerns or issues in its transmittal letter. Terms and conditions not specifically objected to in the transmittal letter will be deemed to be accepted by respondent. The Department has final approval of any contract awarded as a result of this RFP. No substantive modifications or additions to the Term and Conditions will be considered.

2.4 Limitation of Authority

Successful respondents shall have no authority to act for or on behalf of the Department, or the State of Texas except as expressly provided for in the agreement, no other authority, power, use, or joint enterprise is granted or implied. Successful respondent may not incur any debts, obligations, expenses, or liabilities of any kind on behalf of the Department or State of Texas.

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PART III

GENERAL INFORMATION

3.1 Authority

The Texas Department of Housing and Community Affairs (“TDHCA”) was created pursuant to Chapter 762, Acts of the 72nd Legislature of the State of Texas, Regular Session, 1991, as designated in Chapter 2306, Government Code in part to provide affordable homeownership opportunities to individuals and families of low and moderate income in the State of Texas (the “State”).

The Texas Homeownership Division of TDHCA works closely with private sector financial and lending institutions participating in TDHCA’s single family programs (“Participating Lenders”) to offer financing options to low and moderate income homebuyers throughout the State. Participating Lenders originate mortgage loans through TDHCA’s homeownership programs on a servicing released basis.

The Bond Finance Division of TDHCA is responsible for providing the financing to support the activities of the Texas Homeownership Division.

3.2 TDHCA Rights

In the best interest of the Department and the State, the Department, in its sole discretion, may amend or modify any provisions of this RFP, or withdraw this RFP at any time prior to award of a contract. The Department reserves the right, in its sole discretion, to reject any or all submitted proposals or to select one or more qualified respondents to this RFP without discussion of proposals with the respective respondents. The decision of the Department, or its designee with regard to the above, shall be administratively final. The Department, in its sole discretion, may waive administrative deficiencies and/or minor technicalities in proposals received. All proposals shall become a part of the Department’s official procurement files and may be available for public inspection upon request after the Procurement process is completed.

3.3 Respondent Obligations

Respondents to this RFP are responsible for any expense related to the preparation and submission of a proposal. The Department shall not pay for any cost that is incurred by successful respondent prior to the effective date of the contract.

Qualified firms with the requisite experience are invited to submit proposals in accordance with this RFP. Proposals must address all requirements and/or specifications.

3.4 Successful Respondent Obligations

The Department shall look solely to successful respondent for performance of the contract. Successful respondent shall provide the requested services under the direction of the Department. Successful respondent shall be the sole point of contact responsibility. Successful respondent shall be liable, both individually and severally, for the performance of all obligations under the awarded contract and shall not be relieved of the non-performance of any subcontractor.

3.5 Schedule of Events

The Department anticipates that the selection of successful respondent and execution of the contract, if any, will proceed according to the following approximate schedule:

October 2, 2025 - Issuance of RFP (after 10:00 a.m. CT)

October 15, 2025 - Deadline for Submission of Questions (2:00 p.m. CT)

October 22, 2025 - Electronic Posting of Official Responses to Questions (or as soon thereafter as practical)

November 5, 2025 - Deadline for Submission of Proposals (2:00 p.m. CT)

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(Late Proposals will not be considered)

November 19, 2025 - Awards (or as soon thereafter as practical)

December 1, 2025 - Commencement of Work (or as soon thereafter as practical)

The times stated in this document refer to Central Time (“CT”), Austin, Texas, where appropriate. The Department’s regular office hours are 8:00 a.m. to 5:00 p.m., Monday through Friday, except national and official State of Texas holidays. All deadlines are subject to change at the Department’s sole discretion.

Notices of changes to items directly impacting the original RFP or proposal process will be posted on the ESBD at:

http://www.txsmartbuy.com/esbd. Any amendment to this solicitation will be posted as an addendum on the ESBD. It is the responsibility of interested parties to periodically check the ESBD for updates to the procurement prior to submitting a Proposal. Respondent’s failure to periodically check the ESBD for updates will in no way release successful respondent from compliance with any requirements in the “addenda or additional information,” even if such compliance results in additional costs to meet the requirements.

3.6 Issuing Office

The Department, through its purchasing section, shall act as and be referred to as the “Issuing Office” and shall be the sole point of contact for this RFP. The Department is the only office authorized to clarify, modify, amend, alter, or withdraw the specifications, terms, and conditions of this RFP and any Contract awarded as a result of this RFP. Upon issuance of this RFP, other employees and representatives of the Department shall not answer questions or otherwise discuss the contents of this RFP with any Proposer or their representatives. Failure to observe this restriction may result in disqualification of any pending or subsequent Proposal. This restriction does not preclude discussions unrelated to this RFP or questions relating to completing the Historically Underutilized Businesses (“HUB”) documents required in Section 4.2.M of this RFP.

HUB Coordinator Email: Suzanne.Saucedo@tdhca.texas.gov

Assistant HUB Coordinator Email: Cheryl.Mathis@tdhca.texas.gov

3.7 Submission of Offers

TDHCA has an e-Procurement Portal that will accept submission of the electronic response to this solicitation.

Submission Instructions are as follows: Respondent shall upload response content using the TDHCA e-Procurement Portal. The link is found at: https://tdhca-texas-gov.bonfirehub.com/portal/?tab=openOpportunities VENDOR REGISTRATION is required prior to submitting your response. Respondents must register in the e-Procurement Portal.

Registration is free and easy! You can vendor register through the Register button in the top right corner!

Vendor Registration will allow Respondents to submit their responses to this solicitation. When registering, have your Texas Vendor ID number, DUNS, and W-9 form ready. If the Texas ID number is unknown, enter the Federal Employer Identification Number. Respondents can modify their submissions until the Response Due Date in the e-Procurement Portal. Emailed, or faxed Responses will not be considered. Interested Respondents are encouraged to register in advance and submit their intent to bid notification (if requested) on the e-Procurement Portal.

This article is helpful if assistance is needed when registering as a vendor: https://vendorsupport.gobonfire.com/hc/en-us/articles/15646869029783-Vendor-Registration

The TDHCA e-Procurement Portal is compatible with the following browsers: Internet Explorer 11, Microsoft Edge, Google Chrome, or Mozilla Firefox. Browser cookies and Javascript must be enabled on the browser. Submission by other methods will not be accepted. Respondents should contact Bonfire at support@gobonfire.com for technical submission questions or visit Bonfire’s help forum at this link: https://bonfirehub.zendesk.com/hc Support through

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Bonfire or TDHCA is not guaranteed one hour prior to the submission due date. Interested Respondents are encouraged to begin the submission process one week before the bid due date. This allows time to troubleshoot any submission issues.

3.7 Submission of Offers

TDHCA has an e-Procurement Portal that will accept submission of the electronic response to this solicitation.

Submission Instructions are as follows: Respondent shall upload response content using the TDHCA e-Procurement Portal. The link is found at: https://tdhca-texas-gov.bonfirehub.com/portal/?tab=openOpportunities VENDOR REGISTRATION is required prior to submitting your response. Respondents must register in the e-Procurement Portal.

Registration is free and easy! You can vendor register through the Register button in the top right corner.

Vendor Registration will allow Respondents to submit their responses to this solicitation. When registering, have your Texas Vendor ID number, DUNS, and W-9 form ready. If the Texas ID number is unknown, enter the Federal Employer Identification Number. Respondents can modify their submissions until the Response Due Date in the e-Procurement Portal. Emailed, or faxed Responses will not be considered. Interested Respondents are encouraged to register in advance and submit their intent to bid notification (if requested) on the e-Procurement Portal.

This article is helpful if assistance is needed when registering as a vendor: https://vendorsupport.gobonfire.com/hc/en-us/articles/15646869029783-Vendor-Registration

The TDHCA e-Procurement Portal is compatible with the following browsers: Internet Explorer 11, Microsoft Edge, Google Chrome, or Mozilla Firefox. Browser cookies and JavaScript must be enabled on the browser. Submission by other methods will not be accepted. Respondents should contact Bonfire at support@gobonfire.com for technical submission questions or visit Bonfire’s help forum at this link: https://bonfirehub.zendesk.com/hc Support through Bonfire or TDHCA is not guaranteed one hour prior to the submission due date. Interested Respondents are encouraged to begin the submission process one week before the bid due date. This allows time to troubleshoot any submission issues.

3.8 Submission of Questions

All questions or requests for clarification of this solicitation must be submitted in writing through the e-procurement portal, use the “Ask Questions” button in the e-procurement portal. Questions will be collected by the due date specified in Section 3.5. Questions must be submitted no later than the date and time listed in Section 3.5. TDHCA will post all questions and answers as an Addendum to the solicitation on the ESBD no later than the date listed in Section III, Subsection

3.5 above. The Respondent is responsible for viewing these questions and answers in TDHCA e-Procurement Portal. The link is found at: https://tdhca-texasgov.bonfirehub.com/portal/?tab=openOpportunities TDHCA is not required to send a notification email when the Addendum is posted.

3.9 Confidential Information; Nondisclosure; Open Records

All information gathered, produced, derived, obtained, analyzed, controlled or accessed by Respondent in connection with a contract resulting from this RFP (“Confidential Information”) shall be and remain Confidential Information and shall not be released or disclosed by Respondent without the prior written consent of the Department. Such consent must specifically identify the Confidential Information allowed to be disclosed by Respondent and the nature of the disclosure allowed.

Respondent must execute and return with its Proposal a Nondisclosure Agreement with the Department, in the form of Exhibit E attached hereto.

Following the award of a Contract, Proposals are subject to release as public information unless the Proposal or specific parts of the Proposal can be shown to be exempt from the Texas Public Information Act. All Respondents are advised to consult with their legal counsel regarding disclosure issues and take the appropriate precautions to safeguard trade secrets or any other proprietary information disclosed in their Proposals. The Department assumes no obligation or responsibility relating to the disclosure or nondisclosure of information submitted by Respondents.

If a Respondent believes that any portion of a Proposal is confidential, then Respondent must so specify. Respondent must stamp in bold red letters the term “CONFIDENTIAL” on that specific part or page of the Proposal that Respondent believes to be confidential. Respondent must submit in writing specific, detailed reasons, including any relevant legal authority, 332-RFP26-1000 Page 12 of 42 stating why Respondent believes the material to be confidential. Vague and general claims of confidentiality will not be accepted. The Department will be the sole judge of whether a claim is general and/or vague in nature. All Proposals and parts of Proposals that are not marked as confidential will be automatically considered public information after the contract is awarded. A Proposal resulting in an award may be considered public information even though parts are marked confidential.

In the event the Department receives portions of a Proposal marked “CONFIDENTIAL” as specified above, the Department shall forward such request to the Office of the Attorney General of Texas (“Attorney General”) for an opinion on whether such information may be withheld from disclosure under the Texas Public Information Act. The Department will notify Respondent whose Proposal is the subject of the request when the information is forwarded to the Attorney General. The Department assumes no obligation for asserting legal arguments on behalf of Respondent. Respondents are advised that the Department is obligated to comply with the decision of the Attorney General, including any decision calling for the release of information marked “CONFIDENTIAL” by a Respondent.

Copyrighted Proposals are unacceptable and are subject to disqualification as non-responsive.

3.10 Media Releases

The Department does not endorse any vendor, commodity, or service. Media releases pertaining to this RFP, the Contract, if any, or the Services to which they relate shall not be made without the prior written consent of the Department. The disclosure of the contents of Proposals prior to the award of the Contract, if any, or any other violation of this section, may result in disqualification.

3.11 Non-exclusivity

This RFP is not exclusive, and the Department reserves the right to issue additional solicitations regarding the Services described in this RFP or similar services at any time.

3.12 Incorporation of Exhibits

Exhibits A, B, C, D, E, F and G are attached hereto and incorporated as part of this RFP for all purposes.

3.13 Transition of Services

Upon termination of the Contract for any reason, the contractor shall, in good faith and with reasonable cooperation, aid in the transition to any new arrangement and provider. The Contractor shall deliver to the Department, or its’ new contractor all completed, or partially completed, work and any and all documentation or other products and results of these services.

3.14 Payment and Invoices

The Senior Manager will negotiate the underwriting fees and expenses (including takedown) for the Underwriting Syndicate on an issue-by-issue basis and based on prevailing market conditions and terms at the time of negotiation. The exact terms of each issue, including underwriting fees and expenses, will be detailed in the Bond Purchase Agreement (sometimes known as a Purchase Contract), which is the binding contract between the Underwriters and the Department.

In submitting an invoice to the Department, Contractor certifies to the following: that the invoice has been carefully reviewed for detailed description of the Services performed; that the Services have been performed in compliance with this Contract; that the amount of the invoice and all previous invoices together do not exceed the contractual cap of the Contract or Contractor’s negotiated fees; that the charges and expenses shown on the invoices are reasonable and necessary; and that all appropriate and required supporting documentation is attached. The Department may, in its sole discretion, require additional documentation to support payment and Contractor shall respond to any such requests within five (5) business days of receipt.

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Payment shall be made in accordance with Texas Prompt Payment Act, Chapter 2251 of the Texas Government Code. The Department shall not pay any amounts for any purpose to Contractor or any other entity, except as expressly provided for in this Contract. The Department reserves the right to make payments only upon receipt of a correct invoice, including all of the required supporting documentation. The Department also reserves the right to refuse payments for invoices that exceed the rates specified in this Contract or if the Department disputes an invoice in writing for Services that were not provided in a satisfactory manner.

PART IV

PROPOSAL FORMAT

4.1 Introduction

Each original Proposal and copy shall contain a cover sheet with the following: 332-RFP26-1000 Underwriting Services and the name and address of Respondent. Proposal pages must be numbered consecutively.

Proposals must be organized as described in Section 4.2. Proposals not organized in this manner may be subject to disqualification. Conciseness and clarity of content are required; vague and general Proposals may be considered non-responsive, which may result in disqualification of such Proposals. Proposals must be complete; failure to provide all required information may result in the disqualification of the Proposal.

ALL EXHIBITS TO THIS RFP ARE PREPARED EXCLUSIVELY FOR THIS RFP. RESPONDENT’S

SUBMISSION OF OTHER EXHIBITS OR DOCUMENTS, INCLUDING PRIOR RFP EXHIBITS, MAY RESULT

IN DISQUALIFICATION OF THE PROPOSAL.

4.2 General Organization of Proposal Contents

Please indicate if your firm wishes to be considered for Underwriter Services for both Single Family and Multifamily Programs, or if you would like to limit your firm’s consideration to one or the other.

Proposals must be organized as follows:

a) Transmittal Letter;

b) Executive Summary;

c) Table of Contents;

d) Respondent Identifying Information;

e) Proposed Subcontractor(s) Identifying Information;

f) Respondent Overview, Qualifications and Experience;

g) Proposed Personnel;

h) Respondent Narrative and Preliminary Work Plan;

i) Proposed Fee;

j) TDHCA Liability

k) Financial Statements;

l) Execution of Proposal;

m) Historically Underutilized Businesses Subcontracting Plan;

n) Criminal Conviction Certification;

o) Nondisclosure Agreement;

p) Conflict of Interest Statement;

q) Certification Regarding Public Nature of the Proposal; and

r) Vendor Reference Questionnaire.

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A description of the information required for each of the items listed above is set forth below.

4.2.A Transmittal Letter

Respondent must submit a transmittal letter that identifies the entity submitting the Proposal and includes a commitment by that entity to provide the Services required by the Department. The transmittal letter must state that the Proposal is valid for one hundred eighty (180) days from the deadline for delivery of Proposals to the Department. Any Proposal containing a term of less than one hundred eighty (180) days for acceptance from this deadline will be rejected as non-responsive.

The transmittal letter must be signed by a person legally authorized to bind Respondent. Respondent also must indicate in its transmittal letter why it believes it is the most qualified to provide the requisite Services and why it believes its proposed services best meet the Department’s objectives and RFP requirements.

The transmittal letter must include a statement of acceptance of the terms and conditions located in Exhibit A to the RFP. If a Respondent takes exception to any of the proposed terms and conditions, Respondent must identify the exception(s) specifically and clearly in the transmittal letter and explain both (1) the reason for the requested change and (2) proposed alternative language. Failure to accept the terms and conditions as set forth in Exhibit A may result in disqualification of the Proposal.

4.2.B Executive Summary

Respondent must provide an executive summary of its Proposal and a representation that the Proposal addresses all of the requirements of this RFP. The executive summary must not exceed three (3) pages and must represent a full and concise summary of the contents of the Proposal. Respondent must identify any Services that are provided beyond those specifically requested. If Respondent is providing Services that do not meet the specific requirements of this RFP but in the opinion of Respondent are equivalent or superior to those specifically requested, any such differences must be noted in the executive summary. Failure to provide the Services specifically required may result in disqualification of the Proposal.

4.2.C Table of Contents

Each Proposal must be submitted with a table of contents that clearly identifies and denotes by page number each section of the Proposal and the location of all enclosures of the Proposal. The table of contents must follow the RFP’s structure as much as possible.

4.2.D Respondent Identifying Information

Respondent must provide the following identifying information:

· name and address of business entity submitting the proposal;

· type of business entity (e.g., corporation, partnership, etc.);

· state of incorporation or organization and principal place of business;

· name and location of Texas offices, other major offices, and other facilities that relate to Respondent’s performance under this RFP;

· name, address and telephone number for the contact person in your firm authorized to negotiate agreement terms and render binding decisions on contract matters.

· location of the office that will administer the program. Indicate the number of and identify the positions of personnel that will be available to answer questions during the term of the contract.

· Respondent’s Federal Employer Identification Number (“FEIN” or “EIN”) and Texas Tax

Identification/Registration Number, if any;

· all affiliated companies and subsidiaries, or any joint ventures or other affiliations;

· detail if respondent, any predecessor of respondent, or any member of respondent been the subject of any disciplinary action by any regulatory agency or professional organization within the last five (5) years;

· detail of any firm ownership changes which have occurred in the last five (5) years, including changes pending;

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· detail whether, within the last five years, respondent, any predecessor of respondent, or any member of respondent has been a party to any litigation directly or indirectly related to the conduct of respondent’s business; and

· indicate whether respondent, any predecessor of respondent, or any member of respondent is currently a party to litigation in process; if so, identify the parties, jurisdiction, case number, and subject matter.

4.2.E Proposed Subcontractor(s) Identifying Information

The Proposal must identify any subcontractors and outline the contractual relationship between Respondent and each proposed subcontractor. The Respondent is solely responsible for any proposed subcontractor’s work performed under any contract resulting from this RFP.

4.2.F Respondent Overview of Firm, Qualifications and Experience

Respondent must have documented experience working with State-wide single family Mortgage Revenue Bond programs.

The Department is issuing this request for proposal (“RFP”) to Underwriters interested in serving as Senior Manager and/or Co-Manager for one or more proposed single family mortgage revenue bond issues, beginning in fiscal year 2026. The State’s fiscal year is from September 1st through August 31st.

The Department currently seeks to add up to four additional firms to the current underwriting team with a preference for firms with strong retail distribution. For each proposed bond issue, the Department will select, from the underwriting team, a Senior Manager and Co-Managers (if any) based on the Underwriters best suited to the specifics of the transaction, with no pre-determined rotation or formula for participation by Underwriters.

Provide an overview of your firm. Describe, in general terms, your firm’s organizational structure, the size of your team dedicated to State HFAs, and your experience working with State HFA Single Family MRB programs. Provide a general overview of your company’s policy on background checks of employees and how your company handles confidential documents.

Please indicate if your firm has dedicated internal resources for maintaining a specialty group focused solely on serving single family mortgage revenue bonds clients. If yes, provide a brief description and specify how long this group has been in operation, the number of professionals (analyst level or above, full-time employees) specializing in housing finance.

Describe the organizational structure of this group and provide support that demonstrates a commitment to municipal housing finance by this group and the firm as a whole.

Single Family. For the past two calendar years (2023 and 2024), list in table format the firm’s experience as Underwriter with State HFAs on negotiated, new money, and refunding single family mortgage revenue bond transactions.

Column Headings Date of Issue Name of Issuer Issue Description Issue Size Management Fee ($/per bond) Take Downs ($/per bond) Other Transaction Related Expenses/Fees

4.2.G Proposed Personnel

The Proposal must identify all key personnel who are to be part of the proposed team and detail their experience. Please include brief resumes of all key personnel that will be involved in performing the Services.

· full name

· specific description of relevant experience and skills that person has with the required services.

· professional certifications and licenses, if applicable

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· specific indication of what role the individual will have in this relationship; and

· any additional pertinent information to indicate the individual's ability to aid Respondent in successfully completing the required Services (limit to one page).

In addition, Respondent must provide an organizational chart indicating lines of authority, names, titles, and functions of individuals responsible for the Services.

4.2.H Respondent Narrative and Preliminary Work Plan

Important: Provide a narrative of your ability to perform all activities described in PART II, SCOPE OF WORK, Section

2.1 Service Description, providing examples of proposed work product and/or reporting where applicable.PART II, SCOPE OF WORK, Section 2.1 IS THE OUTLINE FOR YOUR RFP RESPONSE.

Briefly discuss your firm’s creativity and innovativeness in developing solutions that could add value to TDHCA’s capital markets initiatives.

Due to high loan volumes, funding Down Payment Assistance has been challenging. Please discuss your firm’s experience in working with issuers to generate funds for down payment assistance. Provide specific examples where this has been successfully achieved for your clients, and the methods used.

4.2.I Proposed Fees

Single Family

Provide your firm’s fee structure to include compensation based on flat fees (specifying such fees), percentage of issuance amount, hourly rates (with or without cap), as well as how other services are to be compensated. Please include as much specificity as possible.

4.2.J Insurance

Respondent must provide a statement of its intent to obtain and maintain for the term of the Contract the minimum insurance and bond coverage specified in the RFP. Respondent should also describe insurance and bond coverage maintained by Respondent in the ordinary course of business and provide proof of same in its Proposal. Proof of insurance and bond coverage may be provided in the form of current certificates of insurance.

4.2.K Financial Statements In the Proposal, Respondent and its parent company, if applicable, must provide evidence of financial stability by providing audited financial statements for each of the last two (2) years of Respondent’s operations or, in the alternative, financial statements compiled, reviewed and attested by an independent certified public accountant or certified public accounting firm.

In lieu of providing financial statements in its Proposal, a Respondent may provide a statement regarding the Respondent’s financial stability and viability to perform under any resulting contract. If Respondent elects this approach rather than audited financial statements, the Respondent must submit a statement, with appropriate supporting documentation, sufficiently detailed to demonstrate financial solvency, and to verify the capacity to fulfill the requirements of this RFP.

4.2.L Execution of Proposal

Exhibit B must be completed and signed by Respondent.

4.2.M Historically Underutilized Businesses Subcontracting Plan

The State of Texas and the Department are committed to assisting Historically Underutilized Businesses (HUBs) through the procurement process. In accordance with Sections 2161.181 and 2161.182, Texas Government Code, each state agency shall make a good faith effort to increase the contract awards for the purchase of goods or services to HUBs based on rules

332-RFP26-1000 Page 17 of 42 adopted to implement the disparity study described by Section 2161.002(c), Texas Government Code. In accordance with Section 2161.252, Texas Government Code and 34 Texas Administrative Code §20.285, each state agency (including institutions of higher education) as defined by Section 2151.002, Texas Government Code that considers entering into a contract with an expected value of $100,000 or more shall, before the agency solicits bids, proposals, offers, or other applicable expressions of interest, determine whether subcontracting opportunities are probable under the contract. If subcontracting opportunities are probable, each state agency’s invitation for bids or other purchase solicitation documents for construction, professional services, other services, and commodities with an expected value of $100,000 or more shall state that probability and require a HUB Subcontracting Plan (HSP) and supporting documentation.

The HUB goals per 34 Texas Administrative Code §20.284 are: 11.2% for heavy construction other than building contracts;

21.1% for all building construction, including general contractors and operative builders contracts; 32.9% for all special trade construction contracts; 23.7% for professional services contracts; 26.0% for all other services contracts; and 21.1% for commodities contracts.

The Department has determined that this procurement falls under the following category:

Special Trade Construction _ Professional Services Other Services X Commodities ___

The Department has determined that HUB subcontracting opportunities are probable and requires Respondents to complete the HSP form located at: https://comptroller.texas.gov/purchasing/vendor/hub/forms.php. The HSP form is also posted to the ESBD as a separate package under this RFP. The Department has identified the possible subcontracting opportunities on the “Agency Special Instructions/Additional Requirements” portion of the State of Texas HUB HSP form set forth in the following chart. The class and item codes for this RFP are as follows: Class 946, Item 12.

- - Agency Special Instructions/Additional Requirements - -

The Texas Department of Housing and Community Affairs is committed to increasing contracting opportunities with HUBs by contracting directly with HUBs or indirectly through subcontracting opportunities in compliance with Chapter 2161 of the Texas Government Code.

If a bid/proposal/offer to a solicitation with an expected value of $100,000 or more does not contain a completed HSP and supporting documentation, the bid/proposal/offer will be considered non-responsive and will be disqualified. After contract award, Successful Respondent may be subject to debarment pursuant to Section 2161.253(d) of the Texas Government Code if any modifications are made to the HSP without PRIOR approval from the Department.

For assistance in completing the HSP, Respondent may visit the following website:

https://comptroller.texas.gov/purchasing/vendor/hub/. If any questions, the respondent may contact the person identified in Part III Section 3.6.

If Respondent is not subcontracting any portion of the contract, Sections 1, 2(a), 3 and 4 must be completed.

If Respondent is subcontracting some portion of the contract, the supporting documentation of “Good Faith Effort” must be demonstrated in either Method A (Attachment A) or Method B (Attachment B).

The Texas Department of Housing and Community Affairs requests all Respondents to consider utilizing HUBs in subcontracting areas that are listed below; however, this list should not be considered exhaustive.

Class Item Description 961 02 Administrative Services all kinds 964 10 Accounting/Billing Services 920 21 Data Entry

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Respondent must carefully review, complete and return all HUB forms, as required by this Section.

4.2.N NOT APPLICABLE

4.2.O Nondisclosure Agreement

Exhibit D must be completed and signed by Respondent.

4.2.P Conflict of Interest Statement -

The Conflict of Interest Statement must be prepared, signed by Respondent, and returned with the Proposal as Exhibit E.

Conflict of interest and related party provisions under Texas Government Code, Chapter 2263, (enacted by 78th Legislature), are applicable to Underwriting Services through this solicitation. Underwriters or service providers must disclose in writing to the administrative head of the state governmental entity and the State Auditor’s Office (SAO) the following. For this purpose, "Underwriter or service provider" includes a person or business entity who acts as an Underwriter:

In accordance with 34 TAC §20.285(d)(1)(D)(iii), a Respondent (prime contractor) may demonstrate good faith effort to utilize Texas certified HUBs for its subcontracting opportunities if the total value of Respondent’s subcontracts with Texas certified HUBs meets or exceeds the statewide HUB goal or the agency specific HUB goal, whichever is higher. When a Respondent uses this method to demonstrate good faith effort, the Respondent must identify the HUBs with which it will subcontract. If using existing contracts with Texas certified HUBs to satisfy this requirement, only contracts that have been in place for five years or less shall qualify for meeting the HUB goal.

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1. Any relationship with the Underwriter or service provider has with any party to a transaction with the state governmental entity, other than a relationship necessary to the investment or funds management services that the financial advisor or service provider performs for the state government entity, if a reasonable person could expect the relationship to diminish the Underwriter or service provider’s independence of judgment in the performance of the person’s responsibilities to the state governmental entity; and

2. All direct or indirect pecuniary interests the Underwriter or service provider has in any party to a transaction with the state governmental entity, if the transaction is connected with any financial device or service the Underwriter or service provider provides to the entity or member, in connection with the management or investment of state funds.

The state statute further provides that:

a) Underwriter or Service Provider shall disclose a relationship (described above), without regard to whether the relationship is a direct, indirect, personal, private, commercial, or business relationship;

b) Underwriter or Service Provider must file an annual statement with the administrative head of the governmental entity and with State Auditor’s Office (SAO) disclosing the relationships outlined above;

c) If no…