HomeMy WebLinkAboutBaker Tilly - Water Utility 2026 Water Revenue Bonds Parity Report SCOPE APPENDIX to
Engagement Letter dated: February 13, 2025
Between South Bend Municipal Water Utility, Indiana, and
Baker Tilly Advisory Group, LP
Page SA 1 | 4
RE: Debt Issuance – 2026 Water Revenue Bonds
DATE: December 23, 2025
This Scope Appendix is attached by reference to the above-named engagement letter (the Engagement Letter)
between South Bend Municipal Water Utility, Indiana (the Client) and Baker Tilly Advisory Group, LP (BTAG)
and relates to services to be provided by Baker Tilly Municipal Advisors, LLC (BTMA), collectively (Baker Tilly).
SCOPE OF WORK
BTMA agrees to furnish and perform the following services for the Client.
A. General Municipal Advisory Services
Unless otherwise agreed to by the parties, in connection with any request for services relative to any
financial topic, new project concept planning or other financially related topic or project (each referred to
herein as a Project), BTMA shall perform the following services, as applicable:
1. Provide general financial advice relative to a Project. 2. Survey the resources available to determine the financial feasibility of a Project.
3. Assist in the development of a plan including alternative approaches for a particular Project that may be
available and appropriate for such Project.
4. Assist the Client in selecting an approach for a Project. 5. Advise the Client generally on current market conditions, financial impacts of federal, state or other
laws, and other general information and economic data that might be relevant to a Project. 6. Assist Client, as requested, in identifying other professional services that may be necessary to a
Project. 7. Assist Client in coordinating the activities of the working group for a Project as needed.
8. Assist with the review of documents provided that are relevant to the development of a plan and
alternative approaches for a Project.
9. Assist the Client with other components of a Project as requested and agreed upon.
B. Securities Issuance
Unless otherwise agreed to by the parties, in connection with any request for services relative to any debt
issuance including modifying or refunding of a prior issuance or other financings (each referred to herein as
a Transaction), BTMA shall perform the following services, as applicable:
1. Develop a preliminary estimate of project costs and provide a financial feasibility to assist the Client in
its determination of what type of financing is most suitable to meet the needs of the Client for the
issuance (the Debt Obligation).
2. Assist the Client in determining an appropriate method of sale for the Debt Obligation (e.g., competitive,
negotiated, private placement.)
3. Provide for the Client's consideration an amount, the security, maturity structure, call provisions,
estimated pricing, and other terms and conditions of the Debt Obligation.
4. Advise the Client on current market conditions, financial impacts of federal, state, or other laws, and
other general information and economic data that might normally be expected to influence the ability to
borrow or interest rates of the Debt Obligation.
SCOPE APPENDIX to
Engagement Letter dated: February 13, 2025
Between South Bend Municipal Water Utility, Indiana, and
Baker Tilly Advisory Group, LP
Page SA 2 | 4
5. Assist the Client in the analysis of advisability of securing a credit rating, and the selection of a credit
rating firm or firms for the Debt Obligation and further assist in the development and presentation of
information to obtain a credit rating or credit ratings for the Debt Obligation. 6. Assist the Client in the analysis of utilizing credit enhancement and aid in seeking such credit
enhancement if such credit enhancements would be advantageous to the Client. 7. Assist Client in coordinating the financing activities between various parties to any Transaction as
needed. 8. Assist Client in identifying other professional services that may be necessary for the issuance or
post -issuance requirements of the Debt Obligation. 9. Assist the Client in connection with the preparation, composition, review, and distribution of an offering
document (e.g., Preliminary and Final Official Statement, Offering Circular, Term Sheet, or Private
Placement Memorandum, as applicable) of the type and nature generally prepared in connection with
the sale of municipal securities, which will disclose technical data, information and schedules relating to
the Client, the project, and the Debt Obligation.
10. Provide relevant information for and assist with the review of other primary financing documents,
including but not limited to the relevant governing body issuance resolutions/ordinances, bond purchase
agreement, and official notice of sale. 11. Communicate with potential underwriters or investors, as appropriate to any Transaction, to ensure that
each is furnished with information the Client has deemed to be material to render an independent,
informed purchase or investment decision concerning the Client's proposed financing.
12. Facilitate the sale of Debt Obligations through receipt and analysis of bids in a competitive sale or
analysis of pricing and terms offered by an underwriter or purchaser in a negotiated or private
placement sale. 13. Coordinate with the proper parties to ensure the efficient delivery of the Debt Obligations to the
applicable purchaser and receipt of proceeds.
C. State Revolving Fund (SRF) Application
1. Assist with the coordination of the financial portions of the application to the SRF disclosing technical
data, information and schedules concerning the Bonds and the Client needed by the SRF.
2. Issue a consultant’s report in connection with the issuance of the Bonds including debt service coverage
resulting from the first full year of operation of the newly constructed improvements. The report will be in
the SRF Financial Due Diligence if the SRF is the funding source of the improvements. 3. Provide additional information to the SRF or others as may be needed throughout the period between
filing the application and closing the Bonds.
4. Analyze the terms proposed by the SRF and, when appropriate, suggest modifications of such terms for
the Bonds.
5. Make recommendations to the Client for options to finance non-eligible project costs.
6. Prepare and submit at pre-closing, on behalf of the Client, the initial disbursement request form and
supporting documentation.
SCOPE APPENDIX to
Engagement Letter dated: February 13, 2025
Between South Bend Municipal Water Utility, Indiana, and
Baker Tilly Advisory Group, LP
Page SA 3 | 4
COMPENSATION AND INVOICING
Fees for services set forth in the Scope Appendix will be Eighty-Six Thousand Five Hundred Dollars ($86,500).
The above fees shall include all expenses incurred by Baker Tilly except for direct, project-related expenses such
as travel costs and charges of other entities such as rating agencies, bond and official statement printers, couriers,
newspapers, bond insurance companies, bond counsel and local counsel, and electronic bidding services,
including Parity®.
Technology Fee: In addition to our professional fees, our invoices will include a 5% fee for software, technology,
and data security specifically related to the issuance of municipal securities.
BILLING PROCEDURES
Normally, you will receive a monthly statement showing fees and costs incurred in the prior month.
Occasionally, we may bill on a less frequent basis if the time involved in the prior month was minimal or if other
arrangements are made. The account balance is due and payable on receipt of the statement.
Nonattest Services
As part of this engagement, we will perform certain nonattest services. For purposes of the Engagement Letter
and this Scope Appendix, nonattest services include services that the Government Auditing Standards refers to
as nonaudit services.
We will not perform any management functions or make management decisions on your behalf with respect to
any nonattest services we provide.
In connection with our performance of any nonattest services, you agree that you will:
Continue to make all management decisions and perform all management functions, including approving all
journal entries and general ledger classifications when they are submitted to you.
Designate an employee with suitable skill, knowledge, and/or experience, preferably within senior
management, to oversee the services we perform.
Evaluate the adequacy and results of the nonattest services we perform.
Accept responsibility for the results of our nonattest services.
Establish and maintain internal controls, including monitoring ongoing activities related to the nonattest
function.
Conflicts of Interest
Attachment A to the Engagement Letter contains important disclosure information that is applicable to this
Scope Appendix.
We are unaware of any additional conflicts of interest related to this Scope Appendix that exist at this time.
Termination
This Scope Appendix will terminate according to the terms of the Engagement Letter.
SCOPE APPENDIX to
Engagement Letter dated: February 13, 2025
Between South Bend Municipal Water Utility, Indiana, and
Baker Tilly Advisory Group, LP
Page SA 4 | 4
If this Scope Appendix is acceptable, please sign below and return one copy to us for our files. We look forward
to working with you on this important project.
Sincerely,
BAKER TILLY ADVISORY GROUP, LP
Jeffrey P. Rowe, Principal
Signature Section:
The services and terms as set forth in this Scope Appendix are agreed to on behalf of the Client by:
Name: ______________________________
Title: ______________________________
Date: ______________________________
Senior Purchasing Agent City of South Bend
3/16/2026