Project Information

Bid Title

Office of the Comptroller RFQ for Bond Counsel, Disclosure and Other Counsel

Issuing Agency

City of St. Louis

Location

Missouri

Published Date

Dec 22, 2025

Closing Date

Jan 23, 2026

Government Level

State & Local

Status

Closed

Original Source

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Bid Inquiries

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Bid Documents

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Project Description

Office of the Comptroller RFQ for Bond Counsel, Disclosure and Other Counsel

Sponsor: Office of the Comptroller

Procurement Type: Request for Quotations

Starting Date: 12-22-2025

Closing Date: 01-23-2026

Closing Time: 11:00 AM

Summary

The City is seeking responses from experienced, reputable Municipal Finance Law practices.

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CITY OF ST. LOUIS, MISSOURI

OFFICE OF THE COMPTROLLER

Request for Qualifications

for

Bond Counsel, Disclosure Counsel and Other Counsel

December 22, 2025

A. INTRODUCTION

The City of St. Louis, Missouri, Office of the Comptroller (the “City”) is soliciting responses to this

request for qualifications (the “RFQ”) in order to establish pools of law firms to serve as Bond

Counsel, Disclosure Counsel and/or Other Counsel (which may include Special Counsel, Special Tax

Counsel, Development Counsel, etc.) with respect to financing transactions/projects including: (1)

General Obligations Bonds (“GO”), Annual Appropriation Lease Revenue Bonds and Special

Obligation Bonds (“Annual Appropriation Bonds”), Tax and Revenue Anticipation Notes (“Notes”)

and any development transactions which are secured by City general/capital fund revenue

(collectively, “General Fund Related Obligations” or “GFO”), and (2) Airport enterprise fund

transactions/projects (“Airport Bonds”), and together with GFO, “City Bonds”).

The City is seeking responses from experienced, reputable municipal finance law practice At the

City’s discretion, the term of the engagement shall be for three years with the possibility of up to two

one-year extensions.

As it relates to Disclosure Counsel, the City intends to select one firm to serve as Disclosure Counsel

on all transactions/projects, as required. In addition, the City, unrelated to any specific

transaction/project, will require general advice regarding disclosure matters and continuing disclosure.

The City may also select additional firms to serve in a pool from which Co-Disclosure counsel, at the

City’s discretion, may be selected to work on a specific transaction/project.

Firms responding to the RFQ may submit to serve as Bond, Disclosure and/or Other Counsel.

Information regarding City financings and other matters can be found on the City’s current Investor

Relations website: https://www.stlouis-mo.gov/government/departments/comptroller/investor-

relations/Investor-Relations-Welcome.cfm In addition, certain information regarding City financings

can be found at: www.emma.msrb.org. Information regarding the St. Louis Lambert International

Airport, it finances and its financing program can be found at: Home - St. Louis Lambert International

Airport and at www.emma.msrb.org.

B. SCOPE OF WORK

For those firms responding as Bond Counsel and/or Disclosure Counsel, the City requires, at a

minimum, the services listed below. However, the City reserves the right to modify specific

requirements as circumstances may dictate with or without issuing a revised RFQ. The Respondent’s

proposal must address how it will meet the requirements set forth in this Scope of Work section.

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The services required of Other Counsel, if any, will depend on the nature of the transaction/project

and the scope of services agreed upon between the City and the individual Other Counsel firm.

In addition to City Bonds transactions (as previously defined), other transactions/projects may arise

during the term of the engagement including refundings. Bond transactions may be sold through

negotiation either via public offering or private placement. Direct purchase and competitive sale

transactions also may be pursued.

Bond Counsel - The expected scope of services to be provided by Bond Counsel is as follows:

a. Provide the City with legal advice and assistance on matters pertaining to the issuance and sale

of City Bonds;

b. Prepare and review documents necessary or appropriate for the authorization, issuance, sale, and

delivery of City Bonds including but not limited to the ordinance, indenture, leases, disclosure

document, closing documents, etc., as applicable;

c. Review legal issues relating to methods of structuring financings, payments, bond terms, potential

cost savings techniques, and other legal matters relating to issuance of bonds;

d. Assist the City in communicating with bond rating organizations and credit enhancement

providers as such communication relates to legal issues affecting the issuance of the City Bonds;

e. Work with other members of the City’s Bond financing team including, but not limited to,

Financial Advisors, Underwriters, Trustees and other legal counsels to manage the transaction

and schedule;

f. Participate as necessary in Finance Team meetings and conference calls;

g. Assist in a smooth transition to another Bond Counsel at the conclusion of the engagement, if

any, resulting from this RFQ;

h. Advise the City on areas of industry-specific knowledge, new strategies and initiatives to enhance

outcome and lower cost;

i. Make the City aware of all relevant legal and regulatory developments;

j. Render all necessary standard legal opinions for bonds or opinions associated with the issuance

of commercial paper;

k. Provide sophisticated legal advice on federal tax matters;

l. Assist with presentations to rating agencies, market participants, and others;

m. Manage the process of pre-closing and closing a transaction;

n. Assist Disclosure Counsel, if any, with the preparation of disclosure and continuing disclosure

documents and processes, as needed;

o. Advise on debt management, investment, and other policies, as needed;

p. Review and analyze the allocation of bond proceeds associated with each bond transaction;

q. Integrate legal requirements into overall bond/debt transaction timetable and monitor

compliance;

r. Provide advice regarding and assist in the preparation of responses to any inquiry and or audits

by any regulatory agency, including, but not limited to the Internal Revenue Service;

s. Upon request by the City, attend on-site meetings on matters concerning financial techniques,

bond issues, and other applicable legal issues;

t. Comply with and interpret the requirements of the Internal Revenue Code related to the issuance

of bonds/notes by the City and ongoing matters related to the City’s outstanding bonds;

u. Assist the City in post issuance compliance requirements and review the post issuance

compliance policy and procedures, and;

v. Provide other legal opinions, services, or advice as may be required.

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Disclosure Counsel

Disclosure Counsel will be expected to prepare, on an ongoing basis, disclosure information required

in connection with the issuance of City Bonds, specifically the Preliminary and final Official

Statements (“POS” and “OS”, respectively) including Appendix A - Information Regarding the City

of St. Louis, Missouri, and the Continuing Disclosure Agreement, as required. In addition, Disclosure

Counsel will be expected to assist the City in the preparation of disclosure related to the City Bonds,

provide “due date” filing timelines for such disclosure, assist the City and its related agencies in the

preparation of such disclosure, assure the timely filing of such disclosure, and deliver to the

Comptroller opinion(s) regarding the completeness of disclosure for the City Bonds. The City may

choose to call on Disclosure Counsel for projects on an ongoing basis, in between transactions.

The expected scope of services to be provided by Disclosure Counsel is as follows:

a. Provide annual training session regarding disclosure and continuing disclosure responsibilities,

regulations, industry standards and best practices to City staff responsible for and/or involved in

providing information for disclosure documents and continuing disclosure compliance and

develop framework and schedule for gathering and updating information timely and efficiently;

(Training manual/handbook is to be provided and periodically updated as necessary.)

b. Provide updates on changes to rules, regulations, guidance, standards and industry practices

related to disclosure and continuing disclosure requirements;

c. Draft disclosure documents that meet best practices and industry standards, comply with

securities laws and serve as a model for future issuances;

d. Draft POS and OS and Continuing Disclosure Agreements, as required;

e. Review bond documents for the purpose of proper disclosure;

f. Review additional materials that affect the disclosure document (i.e., websites, marketing

materials, annual and quarterly reports, new programs, etc.);

g. Assist the City, in conjunction with the Financial Advisor, in preparing for Due Diligence

meetings/calls;

h. Render disclosure opinions for all City Bonds, as applicable;

i. Review existing Continuing Disclosure Agreement and perform research regarding

compliance with Rule 15c2-12, and;

j. Draft and/or review all mandatory or voluntary continuing disclosure filings and assist the City

and dissemination agent in timely posting to EMMA and as may otherwise be required.

C. QUALIFICATIONS SUBMITTAL AND EVALUATION

The Statement of Qualifications must be labeled on the outside of the package to clearly indicate that

it is in response to the RFQ FOR BOND COUNSEL, DISCLOSURE COUNSEL AND OTHER

COUNSEL. Each Respondent must submit one (1) sealed, box or envelope containing one complete,

original Statement of Qualifications along with a flash drive with an electronic version of the

submission as one PDF file. Responses must arrive no later than 11:00 a.m. CST, Friday, January

23, 2026, to:

Office of the Comptroller

City of St. Louis

1520 Market Street, Room 3005

St. Louis, Missouri 63103

Attn: Mr. Ryan R. Coleman, Deputy Comptroller, Finance and Development

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In addition, please send, no later than 11:00 a.m. CST, Friday, January 23, 2026, an electronic

editable PDF version of your Response to the City’s Financial Advisor, PFM Financial Advisors LLC

to the attention of Rebecca Perry-Glickstein, Director, at perry-glicksteinr@pfm.com and Cailin

Nappi, Senior Managing Consultant at nappic@pfm.com.

RFQ Questions: All questions related to this Request for Qualifications (“RFQ”) should be directed

to Rebecca Perry-Glickstein (perry-glicksteinr@pfm) and Cailin Nappi (nappic@pfm.com) via email

no later than 3:00 p.m. (Central) on Monday, January 5, 2026. All questions received by this date

and time will be answered appropriately. The subject of such emails should read, “Counsel RFQ

Questions – [insert firm name].” Questions emailed by respondents and any additional information the

City provides in response to such questions will be posted to the City’s procurement website at: List

of Active City RFPs, RFQs, and RFIs but the identity of the question provider will not be released.

Please note:

• Late responses or faxed copies of your responses will not be accepted.

• All material submitted in accordance with this solicitation becomes the property of the City

and will not be returned.

• All costs incurred in the preparation of the Statement will be the sole responsibility of the

Respondent.

• Joint responses will not be accepted.

Please do not contact any City official or staff members with questions regarding this

solicitation.

D. SELECTION PROCESS

The City reserves the right to: (1) reject any and all responses with or without cause; (2) request

additional information as the City may deem appropriate; (3) disqualify any firm and reject any

responses for failure to promptly provide such additional information; and (4) waive any irregularities

or informalities in the responses submitted. The City also reserves the right to make such investigations

as they deem necessary as to the qualifications of any and all firms submitting responses. In the event

that all responses are rejected, the City reserves the right to re-solicit qualification statements.

Selection or approval of any firm to be in a pool creates no contractual relationship with such

firm. The City will have no legal obligation to any firm that is selected or approved through this

RFQ process until and unless legally binding documents are entered into between the City and

such firm.

Due to frequent changes in the credit markets and numerous changes affecting our industry, the

Comptroller explicitly reserves the right to remove a firm or firms from the pools for any reason

– including but not limited to; if an assigned attorney leaves a particular firm, if a firm is acquired

by another organization, or negative information about a particular firm is released in the future. Other

law firm(s) may or may not be added to the pool(s) if such an event occurs.

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E. REQUESTED INFORMATION

The following questions should be answered in preparing a response to this RFQ. Each question

should be restated with the answer immediately following unless inclusion in an appendix is more

practical.

Responses to each Section below are subject to the page limits established below, excluding the

cover letter and appendices. Please begin the response to each Section on a new page.

Cover Letter

The cover letter should not exceed one (1) page and should include the following information:

• Respondent’s business identification information, including name, business address,

telephone number, website address, and federal taxpayer identification number or federal

employer identification number;

• A primary contact for the Respondent, including name, job title, address, telephone and fax

numbers, and email address, and;

• Indicate specifically if your firm wishes to be considered as a Bond Counsel, Disclosure

Counsel, and/or Other Counsel.

• Indicate if your firm is a M/W/DBE.

Required Responses

SECTION I: RESPONDENT PROFILE (Page limit: 3)

1. Provide a brief description of your firm including ownership (percentage of minority or female

ownership). Identify the location of the firm’s headquarters as well as local offices and local

office(s) employee count.

2. Provide the relevant qualifications and experience of your firm and why your firm is well suited

to provide the counsel services for which you are applying.

3. Please indicate which professionals will be available on a day-to-day basis, attend all meetings and

participate on conference calls. Please provide a brief summary of their individual experience with

the City Bond transactions and/or similar transactions. If the assigned professionals will differ for

each role being sought, please so indicate. Please provide resumes in an appendix.

4. Provide no more than three (3) recent public finance references for each of the role(s) for which

you are applying.

5. List any potential conflicts of interest your firm may have representing the City.

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Commodity Codes

• NAICS 541110Offices of Lawyers
• NAICS 541618Other Management Consulting Services
• NAICS 541690Other Scientific and Technical Consulting Services

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