RFQ_50325_Credit_Liquidity_Facilities.pdf

Airport Commission of the City and County of San Francisco San Francisco International Airport

REQUEST FOR QUALIFICATIONS AND

CONFIRMATION OF INTEREST

IN PROVIDING CREDIT AND/OR LIQUIDITY FACILITIES

AND/OR MAKING A DIRECT PURCHASE OF BONDS

RFQ No. 50325

September 7, 2022

The Airport Commission (the “Commission”) of the City and County of San Francisco (the “City”) intends to pre-qualify a number of commercial banks and other financial institutions (“Pre-Qualified Providers” or “Providers”) that may be interested in (1) providing credit and/or liquidity facilities (“Facilities”) in connection with the issuance by the Commission of San Francisco International Airport bonds and commercial paper notes (“Bonds”) and/or (2) making a direct purchase of Bonds. The purpose of this request is to ascertain your interest in being pre-qualified for inclusion in the pool of Providers and your current ratings.

The pre-qualified firms will be established in a “Pool” that will be made available for use for up to four (4) years, a two (2) year initial period plus one (1) two (2) year extension exercisable at the sole discretion of the Commission, from the date of the Commission’s initial establishment of the pool of potential Providers.

Please Note:

This request does not require or involve: (i) the preparation or submission of your firm’s qualifications generally, (ii) the proposed terms or conditions of any specific transaction, or (iii) follow-up questions, interviews or other procedures.

Through this solicitation, staff may accept and evaluate submissions on an ongoing basis to recommend additional Pre-Qualified Providers be approved by the Commission during the life of this pool. As needs for Facilities or direct purchases may arise periodically, and to ensure they are eligible for the maximum number of opportunities during the life of this pool, Providers are recommended to respond to this request by the initial deadline, described below. Providers who submit at a later date will still require approval by the Commission to be included in the pool of Pre-Qualified Providers, and therefore may encounter delays that prevent them from submitting bids in response to available opportunities.

Although staff may accept and evaluate submissions on an ongoing basis, new submissions for the RFQ 50325 pool will not be accepted within two (2) months of the final expiration of the pool.

RFQ No. 50325 September 7, 2022

Once the Pre-Qualified Providers have been determined, the Commission may contact Providers as the need arises to ascertain their ability and willingness to provide a Facility for or make a direct purchase of specific proposed Bonds on terms and conditions that are mutually acceptable. Pre-Qualified Providers under this RFQ will remain eligible for consideration and contract negotiation on an as-needed basis for up to four years of the pre-qualification notification date. Pre-Qualified Providers under this RFQ are not guaranteed a contract.

Pre-qualification will not require firms to provide proposed terms and conditions in connection with any particular Facility or Bonds. Also, pre-qualification of a Provider will not constitute a representation or assurance by the Commission that the Provider will be asked to provide such a proposal or that any such proposal will be accepted, or the related transaction executed. Rather, it will permit the Commission to request proposed terms and conditions for a Facility or direct purchase in connection with specific proposed Bonds, and to negotiate final terms and conditions. A firm’s ratings will be subject to re-confirmation to ensure ongoing compliance with the Commission’s minimum ratings requirements at the time of any such proposals. Firms with the highest short-term and long-term credit ratings may receive preference over lower-rated firms. Any and all such Facilities or direct purchases and the Providers thereof will be subject to approval by the Commission.

The Commission reserves the right to obtain Facilities or negotiate direct purchases through other means, including individual negotiations or other competitive solicitations. From time to time, City departments other than the Commission may solicit the pool of Pre-Qualified Providers to provide Facilities or make direct purchases of other types of bonds issued by the City.

To be a Pre-Qualified Provider, interested firms must: (a) answer question 1 below in the affirmative, and

(b) answer question 2 below, question 3 below, or both of them in the affirmative. To respond to the initial deadline, please provide your answers to the following questions to Matthew Lau by 2:00 PM (Pacific) on Tuesday, September 20, 2022, at the email address below:

1. Is your firm interested in being included among the Commission’s pre-qualified credit and liquidity facility providers and direct purchasers of Bonds?

Yes No

2. Please confirm that your firm’s current long-term credit ratings from at least two (2) nationally recognized credit rating agencies are of at least A2/A/A or equivalent.

3. Please confirm that your firm’s current short-term credit ratings from at least two (2) nationally recognized credit rating agencies are of at least P-1/A-1/F1 or equivalent.

Any questions about this request should be addressed to Matthew Lau at the email address below by 2:00 PM (Pacific) Tuesday, September 13, 2022, for consideration in advance of the initial deadline specified above.

Compliance with City Contracting Requirements: The City has a number of requirements that must be met by potential contractors before they may enter into contracts with the City. Interested firms do not need to meet these requirements at this time in order to respond to this request. Pre-Qualified Providers would, however, need to be compliant (or obtain a waiver, if one is available) in order to enter into a contract with the Commission to provide a Facility or purchase Bonds. Information about the City contracting forms and provisions will be communicated to Pre-Qualified Providers at such time, if any, as the Commission shall request proposed terms and conditions for a Facility or purchase in connection with a specific Bond issue. Interested firms may preview the principal elements of City contracting requirements at the following links:

Equal Benefits Ordinance: http://sfgsa.org/index.aspx?page=6125 Minimum Compensation Ordinance: www.sfgov.org/olse/mco Health Care Accountability Ordinance: www.sfgov.org/olse/hcao Administrative Code 12X, Covered State List: https://sfgsa.org/chapter-12x-state-ban-list

Subject to certain exceptions, potential Providers are advised that each contract will be subject to the requirements of Administrative Code Chapter 12X, which prohibits the City from entering into a contract with a contractor that (a) has its headquarters in a state that has enacted a law that perpetuates discrimination against LGBT people, has enacted a law that prohibits abortion prior to the viability of the fetus, or suppresses voting rights, or (b) will perform any or all of the work on the contract in such a state. Chapter 12X requires the City Administrator to maintain a list of such states, defined as “Covered States” under Administrative Code Sections 12X.2 and 12X.12. The list of Covered States is available on the website of the City Administrator (https://sfgsa.org/chapter-12x-state-ban-list).

At the time of any response to future requests for proposed terms and conditions, each Pre-Qualified Provider will be asked to complete and submit Attachment A - Administrative Code Chapter 12X:

Contractors in Certain States Form (or any successor form required by the City at the time of the solicitation).

Limitation on Communications During Solicitation. From the date this RFQ is issued until the date the competitive process of this RFQ is completed (either by cancellation by final action of the Airport Commission and the Board of Supervisors), potential Providers and their subcontractors, vendors, representatives and/or other parties under potential Provider’s control, shall communicate solely with the Airport only with the person whose name appears in this RFQ (“Contract Administrator”) whose name and contact information appears on the cover page of this RFQ. Any attempt to communicate with any party other than the Contract Administrator – including any City official, representative or employee - is strictly prohibited. The persons with whom communication is prohibited includes, but is not limited to, any City and County of San Francisco elected official, member of the Airport Commission, City or Airport Commission personnel, and/or any selection panel member. Failure to comply with this communications protocol may, at the sole discretion of the Airport, result in the disqualification of the potential Provider from the competitive process. This protocol does not apply to communications with the City regarding business not related to this RFQ.

The Contract Administrator is:

Matthew Lau Finance Division http://sfgsa.org/index.aspx?page=6125 http://www.sfgov.org/olse/mco http://www.sfgov.org/olse/hcao https://sfgsa.org/chapter-12x-state-ban-list https://sfgsa.org/chapter-12x-state-ban-list

575 N. McDonnell Road, 3rd Floor San Francisco, CA 94128 matthew.j.lau@flysfo.com Phone: 650.821.2807

Thank you for your time and interest in working with the Commission.

The Commission reserves the right at any time to reject any or all responses, reissue a solicitation for these services, modify all or any portion of this solicitation prior to the submission deadline, determine that no Providers will be selected, or waive or correct any defect or informality in any response, proposal, or procedure.

Attachment A Administrative Code Chapter 12X: Contractors in Certain States http://sfgsa.org/chapter-12x-anti-lgbt-state-ban-list

Proposers are hereby advised that Chapter 12X prohibits the City from entering into a contract with a Proposer that has its United States headquarters in a state on the Covered State List, or a Proposer that will perform any or all of the work on the contract in a state on the Covered State List.

I certify that my company’s United States headquarters, if any, is at the following address and will notify the City if my company's United States headquarters moves:

Signature Date

I certify that the work on this contract will be performed in the following state or states:

Signature Date http://sfgsa.org/chapter-12x-anti-lgbt-state-ban-list