RFP - 3000012956 - Financial Advisor Services ADD 01.docx

PROCUREMENT SERVICES

104 AIRPORT DRIVE

SUITE 3500, CB #1100

CHAPEL HILL, NC 27599-1100

T 919.962.9463 mark_sillman@unc.edu

FAILURE TO RETURN THIS ADDENDUM IN ACCORDANCE WITH THE INSTRUCTIONS MAY SUBJECT YOUR PROPOSAL TO REJECTION.

To: Prospective Offerors

This addendum is being issued to subject RFP to answer questions raised during the time for questions allowed for in the RFP. All responses are to be submitted accordingly. All other information contained in the RFP remains the same.

Question 01: Section 1.2, Item 6 / p. 11 & Section 5.0 / pp. 28-29 - Please confirm whether the requested services are intended to apply solely to UNC-Chapel Hill or whether they may also involve affiliated entities, foundations, investment funds, or other related organizations. If affiliated entities are within scope, please describe the nature and extent of any analyses or recommendations expected with respect to their operations, finances, investments, fundraising activities, or debt-management strategies.

Answer: The requested services apply to the UNC Chapel Hill reporting entity as defined in the Annual Comprehensive Financial Report (which includes blended foundations defined as associated entities) as well as related discretely presented component units blending of these entities are subject to change as appropriate under GASB.

Question 02: Section 5.0, Task 10 / p. 29 and Attachment L / p. 33 - Task 10 is expressly identified as “as needed,” while Attachment L requests an annual lump-sum fee for the services. Please confirm whether Task 10 should be included in the annual lump-sum fee or priced separately as an as-needed service.

Answer: Pricing for debt transactions should be separate from the annual lump sum and on an as-needed basis.

Question 03: Section 1.2 / p. 10 and Section 5.0, Task 2 / p. 28 - Please specify the desired forecast horizon, historical lookback period, level of organizational detail, and expected update frequency for the integrated income statement, balance sheet, and cash flow model.

Answer: Our current model goes back to FY2019, and the forward view is 10 years. We will provide detailed data for prior periods. The level of detail mirrors the University’s Financial Statements in addition to metrics necessary derived from the above statements to calculate ratings agency performance metrics. We update quarterly and ad hoc as the year-end approaches and numbers are finalized.

Question 04: Section 1.2 / p. 10; Section 1.4 / p. 12; Section 5.0, Task 5 / p. 28 - For proposal-planning purposes, please provide the approximate size of the multi-year capital program and the anticipated number of projects requiring advisor evaluation during the initial contract term.

Answer: The size of the capital plan will vary from year to year. It is our expectation that we would not be evaluating more than 5-10 projects per year. In the last few years, we have submitted 2 to 3 projects for self-liquidating authority annually.

Question 05: Section 1.4 / p. 12 and Section 5.0, Task 10 / p. 29 - Please describe the anticipated volume and timing of debt transactions, refundings, and underwriting syndicate pool renewals during the initial contract term, and clarify the specific support expected from the advisor for renewal of the underwriting syndicate pool.

Answer: With our current capital plan, we expect approximately one debt transaction per year and would prefer to combine new money with refunding activity. The syndicate renewal is every 5 years, and the next will be in 2030. We expect significant support from the Financial Advisor in crafting the proposal and evaluating the applicants. In the last syndicate renewal, the Financial Advisor distributed the jointly developed proposal, received the applications, did a comprehensive evaluation of each applicant and facilitated the selection process where the University chose the participants.

Question 06: Section 4.1 / p. 20; Section 5.0, Item 8 / p. 27; Attachment L / p. 33; Section 1.4 / p. 12 - Attachment L requests an annual lump-sum fee, while Section 5.0 requests fees by workstream and staffing level and permits fixed, hourly, or hybrid structures. Please confirm the required pricing presentation, including whether vendors should provide an annual lump sum with supporting workstream and staffing detail, whether pricing should be separate for each initial and optional contract year, and if annual escalation is permitted.

Answer: The intent is for most routine Financial Advising services to be covered under a fixed annual fee. Debt transactions and special projects above and beyond routine advising can be priced in an alternative manner as appropriate. We will consider pricing for each year of the contract or an annual escalation.

Question 07: Section 5.0, Tasks 8 and 12 / p. 29 and Section 6.2 / pp. 30-31 - Please provide the anticipated frequency of recurring finance committee, leadership, and business-review meetings, periodic reports, and expected in-person participation.

Answer: While we expect some in-person contact, most meetings are remote Zoom/Teams calls. We anticipate more in-person meetings if engaged in a transaction or if the Financial Advisor is asked to do a special project. We currently do quarterly remote meetings with the Financial Advisor team and University staff. There are currently no committee or leadership meetings that require the presence of the Financial Advisor.

Question 08: Section 5.0, Task 5 / p. 28 - Please clarify the expected extent of the advisor’s evaluation of partnership structures involving design, construction, financing, or operation of capital projects by external parties.

Answer: We expect the Financial Advisor to have experience in evaluation of financing aspects of a project as well as knowledge of public private partnership arrangements. We do not expect planning, design or engineering expertise.

Question 09: Sections 2.7-2.8 / pp. 14-15 and Section 5.0 / pp. 26-27 - Is there a page limit or restriction on appendices, resumes, case studies, or sample deliverables?

Answer: There is no set limit on the deliverable, but evaluators will appreciate brevity and clarity in the proposals.

Question 10: Section 3.4/ pp. 18 - If available, please provide the weighting assigned to each evaluation criteria.

Answer: There is no assigned weight to the evaluation criteria.

Question 11: Section 5.0 Specifications and Scope of Work, Pages 26 to 29 - The RFP lists Transaction & Issuance Support (as needed) among the services to be performed, but the scope of services seems much more heavily weighted toward financial modeling services. Does the University anticipate a separate solicitation more weighted toward transactional advisory services in the future?

Answer: This solicitation includes both transactional and financial modeling. A separate solicitation is not anticipated.

Question 12: Section 5.0 Specifications and Scope of Work, Pages 26 to 29 - Does the University currently use a software product for financial modeling services? If so, when was it implemented and when does the current contract expire? Is this RFP the result of desired changes in usage by the University or primarily because the current contract is expiring?

Answer: The University uses a modeling software which is associated with the current Financial Advisor and was implemented in 2024. The contract runs concurrently with the Financial Advisory agreement. This solicitation is the result of the contract expiring with the Financial Advisor. All software solutions addressing financial modeling needs will be considered.

Question 13: RFP §§ 4.5. and 4.6.1-4.6.5, pp. 21-24; Att. A §29(a), p. 44 - Clarifying background check requirements and protecting the confidentiality of employee information.

Answer: This is not a question but rather a statement and if you wanted a change then you should have properly marked up the University Terms and Conditions and sent the in with your questions so that we would have something to properly respond to. At this point we will have to see if your proposal is considered advantageous enough to warrant negotiating differing Terms and Conditions.

Question 14: RFP §4.9, p. 25; Att. A §15, pp. 37-39 - Clarifying insurance requirements to comport with existing policies.

Answer: Same as the answer to number 13 above.

Question 15: RFP 4.9, p. 25; Att. A §20(a), p. 41 - Removing performance or payment bonds as inapplicable to the services provided.

Answer: Same as the answer to number 13 above.

Question 16: Att. A §7(c), p. 35; §41(a), p. 47 - Clarifying Baker Tilly’s compliance with the standards in our industry.

Answer: Same as the answer to number 13 above.

Question 17: Att. A §7 (c) and (d), p. 36; §§23(d), 23(h)-(i), pp. 42-43 - Clarifying Baker Tilly’s compliance with its own security standards and protocols.

Answer: Same as the answer to number 13 above.

Question 18: Att. A §7(d), p. 36; §13, p. 37; §34, p. 45; §45, p. 48 - Access and audits focused on information pertaining to fees and expenses charged and access shall not include facilities or systems housing confidential information of Baker Tilly or Baker Tilly’ other clients.

Answer: Same as the answer to number 13 above.

Question 19: Att. A §§2(b), 9, pp. 34, 36; §20(a), p. 41; §21, p. 41 - Clarifying client ownership of final deliverables and Baker Tilly’s ownership (and retention) of intellectual property, working papers, works in progress, and general skills and know-how.

Answer: Same as the answer to number 13 above.

Question 20: Att. A §§2(b), 9, pp. 34, 36; §20(a), p. 41; §21, p. 41 - Focusing and clarifying any indemnification provisions.

Answer: Same as the answer to number 13 above.

Question 21: Att. A §§20-21, p. 41 - Providing for mutual termination rights and clarifying remedies.

Answer: Same as the answer to number 13 above.

Question 22: Att. A §23, pp. 42-43 - Clarifying confidentiality obligations and incident response.

Answer: Same as the answer to number 13 above.

Question 23: Att. A §28, p. 44 - Providing for mutual publicity restrictions.

Answer: Same as the answer to number 13 above.

Question 24: Throughout - Removing terms that are not applicable to Baker Tilly’s services.

Answer: Same as the answer to number 13 above.

Question 25: Att. A §32, p. 45 - Clarifying compliance with the AICPA Code of Professional Conduct.

Answer: Same as the answer to number 13 above.

Question 26: Att. A §41, p. 47 - Providing for representations in lieu of warranties.

Answer: Same as the answer to number 13 above.

Question 27: New - Adding new sections on Data Privacy & Security and Alternative Practice Structure to address compliance with applicable laws and to obtain consent for co-processing due to Baker Tilly’s alternative practice structure.

Answer: Same as the answer to number 13 above.

Question 28: New - Addressing mutual limitation of liability and no third-party beneficiaries.

Answer: Same as the answer to number 13 above.

Question 29: Section 2.8 Proposal Questions, Page 14-15 - Part (d) states that vendors should respond with a Technical Approach for the tasks outlined in section 5 of the RFP. Is that in addition to the Technical Approach shown as #3 on page 26 of the RFP?

Answer: “Technical Approach” shown as #3 on page 26 is a part of Section 5 of the RFP.

Question 30: Section 5.0, #3, Page 26 - The first bullet under Technical Approach states that vendor should provide a detailed methodology for delivery each Scope of Work component. Are the Scope of Work components the items listed on Pages 28-29?

Answer: Yes

Question 31: Section 5.0, #6, Page 27 - The first bullet under Deliverables states that vendor should provide a detailed list of deliverables aligned to Scope of Work previously listed and case studies. Will the University provide a list of requested deliverables, or should we create our own list of assumed deliverables for each of the items on Pages 28-29?

Answer: The deliverables are listed under each enumerated task on pages 28 and 29.

Question 32: Section 5.0, #4, #6, #7, Pages 26-27 - Is it acceptable to respond to these items by referring back to the detailed response under the first bullet in #3 (Technical Approach)?

Answer: Yes

1. Check ONE of the following options for this addendum:

Proposal has not been mailed. Any changes resulting from this addendum are included in our Proposal.

Proposal has already been mailed. No changes resulted from this addendum.

Proposal has already been mailed. Changes resulting from this addendum are as follows.

2. This addendum must be signed below and submitted with your:

a. Proposal if this is not a two-step RFP.

b. Technical Proposal if this is a two-step RFP.

c. Separate correspondence if you have already sent in your proposal.

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