TRANSMITTAL LETTER FOR BOARD MEETING OF JUNE 4, 2026
COMMITTEE ON PROCUREMENT
Mr. John P. Murray, Executive Director
Title
Authorization to enter into agreements for Contract 25-RFP-19, Legal Advisory Services Related to the District Financing Program, with Katten Muchin Rosenman LLP for Bond and Tax Counsel Services, and with Burke Burns & Pinelli, Ltd., for Issuer’s Counsel Services, for a five-year period, in connection with the sales of General Obligation Capital Improvement and Refunding Bonds of the Metropolitan Water Reclamation District of Greater Chicago, Accounts 401-50000-767300 and 401-50000-767400
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Dear Sir:
Authorization is requested to enter into agreements with Katten Muchin Rosenman LLP (“Katten”) and Burke Burns & Pinelli, Ltd., (“Burke”) for legal advisory services related to the District financing program on any District bond sale issuances for a five-year period beginning as of the respective agreement date. The purpose of these contracts is to provide Bond and Tax Counsel Services and Issuer’s Counsel Services, respectively.
Each bond sale requires the services of Bond Counsel, Tax Counsel, Issuer’s Counsel, and Disclosure Counsel for the District to effect delivery of the bonds. The firms appointed to act as Bond Counsel, Tax Counsel, and Issuer’s Counsel will be utilized in their respective roles for all bond sales executed during the agreement period, while various Disclosure Counsel may be selected from the eligible list at the time of each bond sale. The Disclosure Counsel eligible list will be presented at this board meeting, under separate board action.
Bond Counsel will provide an unqualified approving opinion as to the legality of the bonds, and that principal and interest are payable from ad valorem taxes to be levied on all taxable property within the boundaries of the District, sufficient to make such required payments. Tax Counsel will provide certain tax law analyses regarding the District’s issuance of the bonds. Disclosure Counsel will consult with the District in compliance with all of its obligations in connection with the issuance of the bonds under applicable securities laws and tax laws for full disclosure of all material facts and provide a letter of assurance that the official statement for the bonds does not contain any untrue statement of a material fact, or omit to state a material fact, which could cause the official statement to be misleading. Issuer’s Counsel protects the issuer by ensuring all legal proceedings are properly authorized, documentation is accurate, and the transaction complies with state and local laws.
The request for proposal Contract 25-RFP-19 was advertised on September 18, 2025. Proposals were received by February 27, 2026. Ten (10) proposals to provide Legal Advisory Services Related to the District Financing Program were found to be responsive, and the top three (3) proposals in the category warrented interviews were interviewed.
The request for proposal process was coordinated through the Procurement and Materials Management Department. The evaluation committee, which reviewed and evaluated the submitted RFPs, consisted of staff from the Treasury, Law, and Procurement and Materials Management Departments. Responses were evaluated according to the criteria defined in the RFP, and firms were ranked based on the numeric score calculated by the evaluation committee.
The committee reached a consensus that three proposers met the technical qualifications portion of the RFP to provide General Legal Advisory Services with Bond and Tax Counsel Services, and to provide Issuer’s Counsel Services. These firms were interviewed by the committee and requested to submit their best and final cost proposal offers. A final evaluation matrix, including the interview evaluations and the best and final offers, resulted in an overall top ranking for Katten Muchin Rosenman LLP to provide General Legal Advisory Services with Bond and Tax Counsel Services, and Burke Burns & Pinelli, Ltd., to provide Issuer’s Counsel Services. These top overall rankings were based on a composite evaluation score calculated from the committee’s individual evaluations for each firm’s experience, qualifications, technical approach, understanding of the project, financial stability, and cost of services.
Katten Muchin Roseman LLP is a law firm that has engaged in public finance for more than 30 years. It employs 15 attorneys focusing on municipal finance and has ranked in the top tier of law firms both nationally and locally.
Burke Burns & Pinelli, Ltd., is a law firm with 34 years of public finance experience and 13 full-time employees, including 10 attorneys, who all reside and practice in Illinois out of their Chicago Loop office. The firm is an Illinois corporation and has been continuously certified by the City of Chicago as a Women’s Business Enterprise since 1994.
Legal services performed by Katten, Burke, and other law firms as part of a bond sale will be compensated based on the price per bond specified in their best and final offer cost proposals. This compensation model is the industry standard for bond sales and the most efficient way to price the work performed. Work includes authorizing ordinances, tax agreements, review of disclosure documents and all legal documentation, public meeting documents, and bond opinions. The price per bond is a fee that is contingent upon a successful bond sale closing, paid at a set rate per bond actually sold; conversely, paying a price per hour would expose the District to paying for a bond sale even when some or all of the bonds are not sold due to market conditions. Furthermore, competitive bidding during the RFP process forces the proposer to provide a discounted pricing scale as the size of the bond sale increases; since the District bond sales are usually $350 million to $500 million in size, this results in the lowest price per bond being paid.
The scope of work for legal consulting services does not provide a practical or cost-effective opportunity for direct or indirect subcontracting; therefore, no goals were included for these services. Work is awarded directly by the District to each firm appointed to participate in the bond sale. For each bond sale, the District shall aspire to award a minimum of 33% of the work and services required by the RFP to one or more Minority-/Women-/Veteran-owned Business Enterprise. The Diversity Section has reviewed the proposed counsel appointments for this bond sale and concluded that the group identified is in accordance with the RFP requirements.
From time to time, bond counsel firms represent investment bankers, financial advisors and other persons active in the Illinois public finance market in a variety of capacities and on a wide range of issues. Bond counsels currently represent the purchasers of the bonds in other matters not related to this transaction. The acceptance of the services of bond counsel and the execution of their engagement letter constitutes the District's consent to such other engagements with the purchasers of the bonds. Neither the representation of the District nor such additional relationships or prior consultations with potential bond purchasers will affect any counsel’s responsibility to render an objective bond opinion.
The fee for services as Bond Counsel (Katten) is proposed to be stratified based on the principal amount of bonds sold, as follows: (i) sixty cents ($0.60) per $1,000 principal amount of bonds sold up to $150,000,000.00, a fee not to exceed $90,000.00; and (ii) fifty cents ($0.50) per $1,000 principal amount of bonds sold in excess of $150,000,000.00, a fee not to exceed $103,000.00. The proposed fee for Bond Counsel services will be based upon the size of each bond sale. Incidental out-of-pocket expenses incurred by Bond Counsel shall not exceed the proposed amount of $500.00 per bond sale.
The fee for services as Tax Counsel (Katten) is proposed to be stratified based on the principal amount of bonds sold, as follows: (i) eighteen cents ($0.18) per $1,000, up to $150,000,000.00, a fee not to exceed $27,000.00; and (ii) fourteen cents ($0.14) per $1,000 principal amount of bonds sold in excess of $150,000,000.00, a fee not to exceed $28,700.00. The proposed fee for Tax Counsel services will be based upon the size of each bond sale.
The fee for services as Issuer's Counsel (Burke) is proposed to be stratified based on the principal amount of bonds sold per bond sale, as follows: (i) forty cents ($0.40) per $1,000, up to $75,000,000.00, a fee not to exceed $30,000.00; (ii) thirty cents ($0.30) per $1,000 for the next $75,000,000.00 in principal amount, with a fee not to exceed $22,500.00; (iii) fifteen cents ($0.15) per $1,000 for the next $150,000,000.00 in principal amount, with a fee not to exceed $22,500.00; and (iv) ten cents ($0.10) per $1,000 for any principal amount in excess of $300,000,000.00, with a fee not to exceed $5,500.00. The proposed fee for Issuer’s Counsel services will be based upon the size of each bond sale.
Accordingly, authority is requested to enter into agreements with Katten Muchin Rosenman LLP as Bond Counsel and Tax Counsel, and with Burke Burns & Pinelli, Ltd., as Issuer’s Counsel, for a five-year period in connection with the sale of General Obligation Capital Improvement and Refunding Bonds, per Section 11.4 of the Purchasing Act. At the conclusion of the five-year period, the District may extend the agreements for up to two (2) additional years in one-year increments pending Board approval.
Funds will be paid from bond sale proceeds, Accounts 401-50000-767300 and 401-50000-767400. Fees as noted above for each bond sale will only be disbursed if and when the transaction is completed.
Authority to award Contract 25-RFP-19 for ongoing legal advisory services will be presented at this board meeting, under separate board action.
Requested, Steven J. Lux, Treasurer, SJL
Recommended, Darlene A. LoCascio, Director of Procurement and Materials Management
Respectfully Submitted, Precious Brady-Davis, Chairperson Committee on Procurement
Disposition of this agenda item will be documented in the official Regular Board Meeting Minutes of the Board of Commissioners for June 4, 2026
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