Investment Management Services REQUEST FOR …

1 ALAMEDA CORRIDOR TRANSPORTATION AUTHORITY Investment Management Services REQUEST FOR PROPOSALS 2 July 20, 2016 Prospective Consultants: SUBJECT: REQUEST FOR PROPOSALS FOR Investment Management Services The Alameda Corridor Transportation Authority (ACTA) invites the submittal of proposals from qualified Investment advisors to provide Investment Management Services . The selected Investment advisor will be responsible for ACTA s portfolio providing, at a minimum, usual and customary Investment and advising Services as described in this REQUEST For Proposals (RFP). It is anticipated that the agreement will begin after approval by the ACTA Governing Board and will be for a period of three years with provisions for successive annual renewals. Instructions to be followed in preparing a proposal are found in the information included in this RFP. The schedule for this RFP will be as follows: REQUEST for Proposals Published July 20, 2016 Questions Due July 27, 2016 Responses Posted August 3, 2016 Proposals Due August 16, 2016 For questions regarding this RFP, please contact Phillip Le by email at Questions must be submitted by July 27, 2016 by 3pm.

2 Responses will be posted on ACTA s website at on August 3, 2016 by 5pm. It is the responsibility of any proposers to review ACTA s website for any RFP revisions or answers to questions prior to submitting a proposal in order to ensure their proposal is complete and responsive. Sincerely, JAMES P. PREUSCH Chief Financial Officer 3 TABLE OF CONTENTS 1 INTRODUCTION .. 4 Brief Overview of the Project .. 4 ACTA and the Alameda Corridor .. 4 2 PROJECT DESCRIPTION .. 4 Project Goals and Objectives .. 4 Project Scope of Work .. 5 3 PROPOSAL REQUIREMENTS .. 5 Proposal Submission .. 5 Evaluation Process and Selection Criteria .. 6 Proposal Content .. 6 Checklist for RFP Submittal Requirements .. 9 EXHIBITS Exhibit A ACTA Investment Policy Exhibit B ACTA Organization Chart Exhibit C RFP Selection Evaluation Form 4 1 INTRODUCTION Brief Overview of the Project The Alameda Corridor Transportation Authority (ACTA) is seeking proposals from qualified firms interested in providing Investment Management Services to ACTA.

3 The duration of the contract awarded as a result of this RFP is expected to be three (3) years and four months from the later of either October 1, 2016 or the date of execution of the contract by ACTA s Chief Executive Officer, with a provision for ACTA to exercise optional successive annual renewals. ACTA and the Alameda Corridor ACTA is a joint powers authority formed by the Cities of Los Angeles and Long Beach through their respective Boards of Harbor Commissioners. A joint powers authority is a governmental entity formed by two or more governmental entities for the joint exercise of their authorized governmental powers. ACTA s initial role was arranging for construction of the $ billion Alameda Corridor, a twenty-mile freight cargo rail expressway linking the ports of Los Angeles and Long Beach with the downtown Los Angeles trans-continental rail yards, the point from which more than $200 billion of the United States international ocean-borne commerce is distributed annually throughout the country.

4 The Alameda Corridor began revenue operations in 2002. ACTA s current role involves Management of debt and debt service, oversight of rail operations on the Corridor, contracting for Services , and collection of revenues from the commercial railroads for use of the Corridor for moving goods. In addition, ACTA provides program Management Services for various public works construction projects, typically on behalf of other governmental agencies. Pursuant to an Operating Agreement with ACTA, the Union Pacific Railroad and BNSF Railway pay Use Fees and Container Charges in connection with their use of the Corridor to move ocean-borne containers that originate or terminate at the Ports and are transported by rail into or out of Southern California. The Operating Agreement also provides for the operation, repair and maintenance of the Corridor and certain other operational matters.

5 ACTA s staff consists of nine full-time employees and one part-time employee who collectively are responsible for revenue collection, contractor oversight and program Management . ACTA accomplishes some of its program Management through its principal subcontractor, the Alameda Corridor Engineering Team, a joint venture of DMJM Harris, Inc., Moffatt & Nichol, Inc., Jenkins/Gales & Martinez, Inc. and TELACU Construction Management , Inc. See Exhibit B. 2 PROJECT DESCRIPTION Project Goals and Objectives ACTA is seeking proposals from qualified firms to: Provide Investment Services in a comprehensive manner to handle the day-to-day administration of the Authority s Investment portfolio; and Provide discretionary Investment advisory Services to help govern the Authority s Investment portfolio, currently valued at approximately $140 million. 5 Project Scope of Work ACTA intends to select one or more Investment managers for separate accounts that will consist of remaining bond construction proceeds, debt reserve funds, debt service funds (although the 1999 Series A and Series C principal and interest payments are invested in a forward purchase agreement), occasional grant funds, and any remaining operating funds (after satisfying debt service deposit requirements) from collection of fees charged to the Railroads.

6 These funds must be invested in compliance with California law and ACTA s Investment policy (See Exhibit A). Specific responsibilities of the selected Investment manager will include, but not be limited to, the following: Assist ACTA in the execution of an Investment strategy for each Investment portfolio. Manage, on a daily basis, investments of ACTA s funds assigned to it pursuant to the specific Investment objectives of the portfolio. Review cash flow projections developed by ACTA staff and its consultants to ensure that planned investments are consistent with cash requirements and cash flow projections. Provide monthly reports in a time frame required by the California Government Code. Monthly reports must include a mark-to-market valuation, a beginning balance, date, amount and description of each transaction, ending balance, Investment earnings accrued, and Investment earnings earned.

7 For bond proceeds, reports must be kept in a manner that allows ACTA to prepare, or have prepared on its behalf, arbitrage rebate calculations. Maintain accurate records of all investments. These records must be available for periodic review and audit at any time, if necessary, by ACTA or other entities to whom ACTA has granted an audit right. Prepare quarterly performance reports and be available for performance review meetings at least quarterly, if required. Assist in preparation and presentation of an annual report to the ACTA Board. 3 PROPOSAL REQUIREMENTS Proposal Submission One (1) original with four (4) copies of your proposal must be submitted on or before 3:00 on August 16, 2016 to: By Hand/Mail Delivery: Alameda Corridor Transportation Authority ATTN: Phillip Le REF: Investment Management Services RFP 3760 Kilroy Airport Way, Suite 200 Long Beach, CA 90806 Electronically transmitted proposals will not be considered.

8 All proposals will be date stamped as ACTA receives them. The proposal opening will not be open to the public. Proposals should not be more than 20 pages long and should use 11 point font or larger. Proposers solely are responsible for the timeliness of their submittals. As such, proposers are cautioned to budget adequate time to ensure that their proposals are delivered at the location designated at or before the deadline set forth above. Proposers are cautioned that matters including, but not limited to, traffic congestion, security measures and/or events in or around ACTA s office, may lengthen the amount of time necessary to deliver the proposal, whether the proposal is submitted in person or by mail. 6 By submitting a proposal, proposers certify that such proposal constitutes their full and complete written response to the RFP and evidences their acknowledgement that additional written material outside of such proposal shall not be considered by ACTA in connection with this RFP, unless ACTA provides a written REQUEST that they submit additional written materials.

9 Absent such written REQUEST , proposers are instructed to not submit to ACTA written or other materials outside of the proposal, either in a subsequent interview or otherwise. Proposers are advised that all documentation submitted in response to this RFP will become available to the public as a public record and may be released without further notification. Any information that the proposer considers confidential should not be submitted with the proposal. Evaluation Process and Selection Criteria All proposals meeting the requirements of this RFP shall be reviewed and rated by an evaluation committee according to the following criteria: 1) firm qualifications, experience, and references; 2) personnel qualifications, experience, and references; 3) project approach, work plan, and Management ; 4) compensation; and 5) clarity and comprehensiveness of the proposal. See Exhibit C. Selected proposers may be contacted to arrange in-person interviews with the evaluation committee.

10 The evaluation committee will make the final recommendation for selecting the consultant. All recommendations are subject to the approval of ACTA s Chief Financial Officer, ACTA s Chief Executive Officer and ACTA s Governing Board. The right to reject any and all proposals shall, in every case, be reserved, as shall the right to waive any informality in the proposal when to do so would be to the advantage of ACTA. Proposal Content FORMAT FOR PROPOSALS Please format your response to this RFP in the following manner: I) Organization A) Describe your organization, date founded, ownership and other business affiliations. Specify the number of years your organization has provided Investment Management Services . B) Describe your organization s revenue sources ( , Investment Management , institutional research, etc.) and comment on your organization s financial condition. C) Within the past three years have there been any significant developments in your organization (changes in ownership, new business ventures).